Dusk Dawns
by AlphaTheGriffin17
Summary: Now taking up lessons with the Princess of the Night, beginning to date the student of the Princess of the Sun and coping with some bad memories and being the Seventh Element, Dusk certainly has a lot on his plate. And that's just stuff to do with him, for a new threat begins to unfold in the shadows... Book 4
1. Seeing Clearly

**Seeing Clearly**

"So." That was the first word that Rarity said to Dusk after she had invited him into the Carousel Boutique and shut the door.

Dusk was unsure how exactly to respond to this. "So…?"

"So," she repeated. Her expression was blank and difficult to read (Though that might be because of his still terrible eyes), standing before him in the middle of the shop with the air of a judge about to pass sentence.

"So… what?"

"Don't give me that you! You know exactly what," she breathed, barely containing herself. "You know exactly why it is I have asked you here, for I have something that I have been meaning to say to you for a very long time."

"Um… do you?" Dusk racked his brain desperately. Had he done something wrong? Had he upset the debutante in some way?

"Yes, I do. Something very important, something of so great and surmounting significance that I daresay that you will remember it until your dying day, sir!" Her voice was rising slightly and it was making Dusk even more worried.

"Is… that so?" He backed off a little, but Rarity only stepped closer and held out her hoof.

"Stay right there!" Dusk stood stock still, like she was a Gorgon who had just petrified him. "You will stay right there so you can listen to what I have to say and don't you even think about running off."

"If you uh… insist." Dusk stayed rooted to the spot, barely even daring to blink.

"I just cannot believe I didn't say this to you before," she continued, her voice still rising an octave or two. "In fact I am shocked, horrified even, that I did not say this before or, even worse, that you did not come to me directly and speak about it."

"Uh… sorry?" he said, trying his best to smile.

"Wipe that smirk off your face!" she commanded and he instantly obeyed. "Oh don't think sorry will help you now, because I am going to tell you, right this instant, what I should have told you last night when all of this started!"

That left Dusk even more confused. A lot of things had happened the previous night and he couldn't think of a single one that might be causing Rarity to act like this towards him. There was of course one thing that had happened and that had only happened because of her, but how could it be possible he had done something wrong concerning that already? They had only just begun! Unless he had…

"And uh… what might that be?" he dared to ask.

"I'm going to tell you!" she cried, her voice rising now to screeching levels and still glaring at him. "And what that is… is…" All of a sudden, she broke out into a grin and her eyes lit up like the sun. "That you are going to be the happiest and most content stallion that has ever walked Equestria!"

"I… um… what?"

"After all this time, all the shy glances, the doubts, the denials, the looks, the smiles, the dancing and lest we not forget the steadily rising betting pool going on through all of that, it's finally happened!" She was beaming at him now and, considering how she had been before, Dusk was rather unnerved by this sudden change. "You and Twilight are finally a… a…"

"Couple?" he supplied, as she clearly had trouble getting the word out.

"Yes, exactly! Oh I am so happy for you both, I don't think I could possibly gauge how ecstatic I am!" She let out a small squee of barely suppressed excitement and threw her legs around him in a hug. "You two are going to be the eye of all of Ponyville, I just know it!"

"Um… thank you." Dusk unsurely placed his own legs around her, the thought crossing his mind that perhaps Pinkie wasn't the only strange member of their group.

"I mean, it's just so wonderful." She pulled back and a dreamy look came over her face. "Two young ponies, who have watched each other from afar, never having known or experienced the mysterious and wonderful feeling that is love and perhaps even scared to. Now, both are discovering its wonders together at long last." She let out a long sigh and smiled softly. "Oh, it makes my heart flutter just thinking about it."

Dusk was still feeling a little unsure as to how to react to all of this. Then again, Rarity could sometimes be a little overdramatic and perhaps this had just been her way of letting him know how happy she was for him. She had, of course, been helping him along every step of the way and this must have been like some sort of personal project for her. Now that she had achieved her goal, he supposed she had earned the right to act how she wanted.

She seemed to notice his rather bemused expression and frowned a little, but kept her smile. "Dusk, what on earth are you looking at me like that for? I don't have a pimple, do I? Oh by Celestia, tell me it's not a pimple!"

Just as he thought. That whole thing before had just been some kind of weird act she put on or it had just been her personal reaction to what had happened. Like he had said that night, the girls could still surprise him, even when he thought he knew them best. So, in the end, he returned her smile and relaxed, comforted in the knowledge she wasn't really angry at him.

"No, it's not a pimple. You look as lovely as you always do," he complimented, though not without a blush and a mumble.

"Oh aren't you the sweetest thing," she tittered. "Still, better not let Twilight catch you saying things like that."

"Duly noted," he chuckled. "Thank you again, Rarity, for all of your help in this and sorry I couldn't tell you that on the night."

"Oh it's fine dear, I know you had more _pressing_ matters to attend to." She giggled as he blushed. "Besides, we can't let your special somepony know you had too much help, can we?"

"Um… why not?"

"Why, it's really quite obvious. Mares like a stallion who's independent and confident and I should think Twilight is no different."

"Ah… I see." That got Dusk a little worried, for he didn't see himself as independent, he preferred being told what to do or confident, for obvious reasons.

"But," she added, seeing the look on his face, "that will come with time and practice and I think you two will be just fine the way you are at the minute. Just remember though, if you ever have any trouble, come see me and I'll see if I can't put on the right track."

"You'd… you'd do that?" Dusk felt relieved, for he had still been a little nervous about the whole idea.

"Of course, I do have some experience in this field you know. Some less pleasant than others…" She let a dark look pass over her and Dusk knew she was probably still thinking about her experience with Blueblood.

"Right… thanks Rare," he said, feeling a little better.

"Oh, no trouble at all darling. Now, come along, we must celebrate and I have just the thing for this sort of occasion." She ushered him into her kitchen, just as another thought crossed his mind.

"Wait… betting pool?"

"Oh Pinkie's idea darling, nothing to concern yourself with."

"But-"

"Now, now, enough of that, we have an occasion to celebrate." She gave him a disarming smile and went to busy herself with the cupboards, while he stood waiting by the table at the window.

Dusk still sighed with happiness when he recalled the previous night, a memory so strong that it even suppressed some less pleasant recollections that lurked in his mind. He couldn't remember a time he had felt more content, more satisfied than the time he had spent with Twilight last night, one leg around her and holding her close, while her head was tucked under his chin and her sweet voice played in his ear reciting facts about the stars above, radiating more warmth than the sun on a summer's day.

He had never actually thought he and Twilight would even share a moment like that, let alone caught in each other's embrace. Yet they had done it and they had both enjoyed the special time they had spent together under the stars of Canterlot. It all seemed quite impossible enough before all that had happened to them both and after all he had done… he wasn't sure if he would even be able to pull off his goal. But he'd done it. They'd done it.

Then, of course, there had been everypony's reactions afterward. Pinkie had been ecstatic, practically over the moon about the whole idea. In fact, she had literally jumped the whole moon when she heard. Fluttershy offered her quiet, yet warm congratulations to them but had mainly kept quiet. Rainbow had rolled her eyes and warned them to keep the 'mushy stuff' to a minimum when she was around. Rarity had beamed at Dusk, but had shushed him from behind the rest of them. Applejack, however, had stepped forward with a barely concealed smirk.

"Now, Twah, ah think this is all real grand an' all, but ah got jus' one thing ta say ta you 'bout all this," she had said.

"And what's that?" Twilight had asked, though from the tone of her voice she sounded like she knew what was coming.

"Now, ah don't want ya ta think that ah'm jus' bein' a smart alec here, mainly 'cause we already got two-a ya fer that," she explained, clearly milking the moment, "but ah feel there are times that, even somepony like me, has ta say somethin' like this."

"And that is?"

Applejack had stepped up close, cleared her throat and, with a satisfactory smirk said, "Ah told ya so."

"I knew it." Twilight had laughed at this. "You certainly did tell me so and, for once, I'm glad I was wrong."

Dusk hadn't known what they were talking about and he hadn't asked either, for Twilight had nuzzled into his neck after she'd said this and the warm feeling that buzzed into his brain made him oblivious to everything else.

He was still smiling when he pulled out Rarity's cushion for her and accepted the wine glass that she had poured out for him. What he tasted, however, wasn't wine. It was rather like apple juice, only with more fizz and with much more of a kick. It made his tongue tingle, his stomach buzz and he coughed a little from the after-taste. It was pleasant though and he liked it, wiping some of the froth from his upper lip.

"What is that?" he asked her.

"Some of the Apple family's homemade apple cider, freshly squeezed and freshly made every year," she announced proudly, taking a sip herself. "They make it once a year, but they never seem to have enough of it. It's quite popular with the town."

"I can see why," he remarked, taking another gulp.

"Yes, but luckily, I managed to save some and I thought now seemed like a good time to open a bottle." She raised her glass daintily. "I propose a toast, to a happy and long relationship for the two of you."

"I hope so." He moved his glass to chink against hers, but missed due to his eyes and ended up spilling some of his cider on the floor. He spilled a little more when Rarity shrieked like a banshee from the mess. "Oh my gosh, I'm so sorry!"

"It's… it's quite all right, Dusk," she said quietly, clearly doing her best to suppress her neat-clean attitude. "Just a small accident, that's all… I hope that doesn't stain."

"I really am sorry." He sighed and rubbed his eyes, a habit he'd started to develop. "My eyesight still hasn't cleared up."

"Yes, I noticed." Rarity cleared her throat and her pleasant voice returned. "Haven't you considered taking Zecora's advice and getting some glasses?"

"Um… well… I don't know…" He diverted his gaze. "Why um… why would I need glasses?"

"I'd say the answer to that is fairly obvious." She gestured once more to her stained floor, which Opalescence was coming to investigate. "I'm sure price isn't an object and any optician would tell you that you need a pair of glasses desperately. Even we think so."

"Um… well…" Dusk stammered and fell silent, not wanting to say what was on his mind.

"Dusk, what's wrong?" she asked, picking up on it.

"It's… it's nothing, it's stupid…"

"I shall be the judge of that. What's on your mind dear? Why are you so tentative about getting glasses?"

He knew she wasn't going to let this go. "You see…" He sighed and looked at her as best he could. "I don't want glasses… because I think they'd… well they'd…"

"Go on," she prompted gently.

"They'd make me look like… a geek…" he muttered, Rainbow's words echoing in his head.

A moment of silence passed between them. Rarity blinked, stared at him for a bit and giggled a little, making Dusk's cheeks burn with embarrassment.

"You see… stupid," he repeated.

"Oh no, I'm sorry dear," she said quickly. "It's just that you've really got to stop listening to Rainbow Dash."

"She is right though," he pointed out. "I'm already quite geeky as it is. Glasses would just be sealing the deal, so to speak."

"Dusk, darling, your intelligence is one of the things that we like, that I like, as your friends," she said comfortingly. "Do you honestly think that any of us, apart from Rainbow, would care even an inkling what you would look like if you took to wearing glasses?"

"… No…?"

"Of course not!" she said with utter assurance. "If anything, glasses would only serve to emphasize your intelligence, make you look more clever. Not that you need to, of course, but I believe the right glasses would suit you as well as your delightful chapeau does."

"You… you think so?"

"Of course, take it from somepony who also wears them." She levitated a pair of oval shaped red glasses onto her face. "See, fabulous aren't they? I only use them when I'm working, but that doesn't mean I can't look smashing in them."

"Well, it does work for you," he complimented her shyly. "I suppose, if I need to, it wouldn't be so bad in that case. Thanks for putting me at ease, Rare."

"Delighted to help as always," she assured, removing her glasses and beaming. "When it comes to appearance, rest assured I always know what I'm talking about."

"You do… and you're still so helpful to me, even after…" He trailed off as the memories returned again.

They were usually suppressed, kept locked away inside of his mind, but sometimes they came crawling back like parasprites. The laughter echoed in his head again, echoing like a cry in a cave of lost souls. Screams from the very mare that stood before him while she was consumed by a boulder, begging for him to stop destroying her precious stone, as he demanded that she fall on her knees and plead for him to stop. The pain, the anguish, the torment… it had all been his fault, he was the one who had let him out…

"Dusk? Dusk, are you feeling well?" Rarity's voice snapped him out of his episode. She was gazing at him with concern. "You look as if you're about to pass out."

Though he did feel assured, Dusk also felt even worse from the tone she used. He didn't feel he deserved such compassion after all he'd done. But he also was terrified of losing her, all of them and being on his own again. So, he suppressed that feeling, suppressed the memory and did his best to return a smile.

"I'm fine, I'm just… still coping with some bad memories," he said quietly.

"Oh I understand entirely. When I think about what happened whilst under his influence…" She shuddered and flushed red, but quickly covered this up. "Still, what's past has past and now we must move on."

"Yeah… I know…" He tried to keep the smile and looked out of the window, hoping she wouldn't see the darkness moving behind his eyes.

"Oh dear, look at Opal!" Dusk turned and actually smiled genuinely when he saw the cat was stumbling around in a drunken manner, her fur soaked in cider and banging her head against the wall. "Oh, you silly cat!"

"Indeed." Dusk chuckled again, well aware of the more sinister sound the echoed along with it…

Once his break was over, which he had spent at the Boutique, Dusk swiftly returned to his post at the library. He made sure, however, walking through Ponyville not to move too quickly and take extra care as to where he was putting his hooves. Since his eyesight had lost its former state, he had been tripping and stumbling quite a bit, even falling headlong into a bush on his way to work this morning and that was just from today. Even when he was thinking hard about each step, it was still easy to miss a pebble he hadn't seen or perhaps a cobble that caught him unawares.

He felt a calm comfort wash over him once he could make out the library, even with his blurry vision it was unmistakable. Before he entered, he made sure that he still looked presentable by checking himself in a nearby window. Once he had straightened his hat and furiously placed down a bit of fur that had been sticking up, he drew in a deep breath and entered the haven of knowledge and books, his heart fluttering with anticipation.

Whereas before he had already felt comfortable in the library, he now felt as if he could be safe from anything in here. Even if a meteor fell down from the sky and hit the town directly, he was sure that the ancient tree would be the only protection he needed because he felt so safe, so at peace here. He had those feelings ever since he'd discovered friendship's magic, but now they had tripled since last night he'd noticed, all because of what had changed between him and the studious mare he worked with.

He still had trouble believing that he and Twilight were actually in a romantic relationship. A year ago, just becoming her friend had seemed like some impossible goal that he only had the slimmest of chances achieving. This felt like some wonderful dream that he expected to awaken from at any moment and return to reality. But it was real, as he was reminded when she'd kissed his cheek when he'd walked into the library this morning and she brushed her side against his, making her giggle from how much he blushed.

Even though he still felt the guilt from what he had put her through, he still enjoyed every second of this fact.

There was no sign of her when he entered, but he could make out the small purple and green blob that he knew to be his fellow assistant, clearing up a pile of books that had been scattered onto the floor. Spike usually looked away or coughed loudly whenever he and Twilight showed any sign of affection, making them both blush and chuckle awkwardly, but they supposed he'd have to get used it, just as they would. Dusk accidently tripped over one of them because he didn't see it while he made his way over, crashing to the floor as the baby dragon filled his vision.

"Have a nice trip buddy?" he asked in a light tone.

"Spike, really? I thought you'd be above puns," Dusk remarked, getting back up on his hooves.

"Hey, at least I'm not the one hitting the books."

"Spike, come on."

"I mean, you were on the floor laughing from the look of it."

"Please tell me there's no more."

"Looking like you were head over heels there."

"Oh Celestia, let it end!"

"Eh, what can I say? I'm a comic genius," he shrugged as they both laughed. "Well, stop wasting time with your jokes, we gotta get this cleaned up."

"My jokes? What are you… oh, never mind." Dusk just moved to help Spike with the books, having to squint at the spines to see what they were.

Anypony else would see such a task as boring and tedious, but not Dusk. He just hummed a merry tune while he worked, keeping his mind occupied away from… other thoughts, now and again sharing a quip with Spike. As mischievous and cocky he could be at times, he still liked working with the baby dragon, just as he always did. He was just settling into the task he had been assigned, even then he was still making the odd mistake with the sorting that was pointed out by either Spike or Owlowiscious when he received a pleasant surprise.

"Excuse me, number one pony assistant?" Just hearing her voice was enough to set his heart pounding, turning to behold her. "Back on time and back to work as always, I see."

"Well… it's what I do," he replied humbly. This was one of those times he cursed being blinded, not being able to see Twilight clearly. Even then, her presence close to him was still… intoxicating.

"Isn't it just?" He blushed from the praise and even more so when Twilight bestowed a kiss on his cheek. "That's for always being so reliable."

"Wow… still getting used to that…" he admitted.

"Me too." He could make out a blush on her cheeks now. "You don't mind, do you?"

"Not at all, that is if you don't."

"Of course not. It's just that we're still… you know…"

"I know." He summed up his courage and did his best to sound appreciative. "That doesn't mean I don't like getting a kiss from my marefriend." Just saying that still made him tingle with pleasure.

"Good, because I like giving them to _my_ coltfriend," she replied, stepping closer to him.

"Glad that we agree on that then, Miss Sparkle."

"You know, I always like it when you call me that."

"Well… that's why I call you it, Miss Sparkle."

"Oh, now you're just teasing me," she giggled.

"You know, I'm standing right here," Spike cut in, snapping them out of their zone. "Geez, I can't stand office romances…"

"Heh… sorry Spike…" Dusk returned once more to his embarrassed state and Twilight diverted her gaze shyly. "So… back to work?"

"Yeah… actually, wait, there's something I want to show you!" She grabbed his hoof and pulled him over to another of the sections.

Dusk felt another jolt when her hoof made contact with his and allowed himself to be pulled along. While it was true the two of them were still new to the concept of a romantic relationship and as such were still getting used to some public displays of affection, or even when it was just in private, but there was no denying they were both enjoying their newfound relationship. Dusk knew that he certainly was, enjoying Twilight's company more than ever and feeling even more empty when they parted.

Twilight too, despite her previous inhibitions regarding the idea of her engaging in romance, seemed to be happy being together with him too. Just today, her face had lit up when she saw him in a way that it never had before. Those shy glances they'd shared now turned into full blown, almost sensuous stares across the room. Sure, she always made sure she carried on with her studies and research, but she always found the time to throw him a look and remind him of just how lucky he really was.

He dwelled on those feelings happily before returning to reality and Twilight, who was now levitating a series of heavy-looking volumes down from one of the shelves and passing them to him eagerly, clearly excited about this. That meant that she could have only brought him over here for one possible reason and again Dusk felt privileged from how much she wanted to help him in this particular venture.

"So, I was thinking last night about some books you might want to have a look at for your sessions with Luna," she explained excitedly. "Finally, I settled on a few good ones and decided which to give you for a bit of light reading." About ten heavy books slammed on the floor next to him.

"That's light?" he heard Spike remark behind him. Dusk had to agree. The pile was almost the same size as he was.

"Anyway," Twilight continued, ignoring him, "so you'll obviously want to look at a few magical tomes, works from Starswirl the Bearded, Marelin the Magnificent, that sort of thing, because I have no doubt she'll be teaching you some advanced levels of magic. I don't know what potential your magic has, but I'm sure there'll be something in these. These cover everything from low-level enchantment to high-level conjuring, so you should be set here."

"Good to know," he said, eyeing the pile unsurely and realising something. "Thanks for this, but I-"

"Oh, you're welcome, but those are just the magical volumes." She beamed and levitated down a few more. "Now, I know that science isn't really your thing, but I still think it would be good to brush up on it a bit, because science and magic can overlap quite a bit. So I also managed to find you some works from a few noteworthy ponies, like Professor Proton, Doctor Beaker, Doctor Test Tube." She opened one of them and grimaced a little. "Actually, perhaps not that one, most of his work is rather controversial. I'm shocked some of these were even published."

"Right. But it's just that I-"

"Hold on, hold on, just one last thing, I know you're going to like this." Adding to the steadily growing pile, she pulled down even more. "As you know, magic has left a pretty big impact on history and I know you're pretty much covered where that's concerned, but I still think you should have another good look at some of this stuff. I got you some texts relating to the early days of the Unification, the Reign of Chaos, the Golden Age of Magic, some accounts of noteworthy magical researchers. In short, just about everything you'll ever need for studying significant magical events and discoveries throughout Equestria's history."

"Yeah, all you need now is a book about kitchen sinks," Spike remarked again.

"Make jokes all you like Spike, but we'll see who's laughing when Dusk is fully prepared and ready for whatever Princess Luna might have in store for him."

"Yeah, you'll sure put me in my place. Why don't you just give him the whole library while you're at it, you pretty much did," he added.

"Oh, don't mind him Dusk, you and I both know you'll need to be as ready as you can be and, with my help, I'm sure you will be," she said proudly.

"Um… sure…" He watched warily a pile that looked like it was going to fall.

"I knew you'd see things my way! So, what did you want to say?" she asked, her bright smile still on her face.

"Oh right, yes… well, you see…" He didn't want her to feel like she had wasted her time after doing all of this for him, but it still needed to be said. "I ah… I'm still having trouble with um… reading."

"What?" Her smile faltered. "You mean your eyes still haven't recovered?"

"No…"

"Oh." Now her face fell, as did the piles of books, perfectly on cue and scattering all over the floor.

"Great, because I didn't have enough to clean up," complained Spike, slamming a book into its place.

"I'm sorry Dusk," she said, once again ignoring Spike. "I… I didn't know that you were still… having trouble seeing."

"How could you not know?" Spike cried. "He took three tries to get his bag and hat on the hook, he hit his head off the door frame, twice, sorted a book on ABCs into Classic Literature and he stood on my tail! On my tail! And it hurt!"

"Thank you Spike," Dusk said, finally responding to the dragon. "I'm sorry I didn't say anything, but… I didn't want to worry you."

"Dusk, if anything, I'm sorry for not noticing." She sighed. "And to think, I got you all excited about studying when you can barely read."

"Yeah…" He backed away from the toppled books a little. "It made me think… do you think I should get glasses?"

Twilight perked up once again. "Of course I would, like I mentioned yesterday. I'd say that it's a definite. It might not be permanent damage, but it looks like it's not going away any day soon, so it's only sensible that you get yourself some glasses until your eyes get better."

"I suppose that makes sense," Dusk shrugged, glad she wasn't commenting on the possibility of what he might look like with them.

"In fact, now you mention it, let's go and get you some, get it over with." She looked around to Spike. "You don't mind if we head out for a bit, do you Spike?"

"No… hey wait a min-!"

"Great! Come on, let's go." She pulled Dusk along to the door quickly, letting him stop to get his hat.

Just before he left, Dusk could make out his fellow assistant glaring after them amidst a multitude of books on the floor. Feeling a little guilty leaving him like this, but also eager to spend some time alone with Twilight without him interrupting, Dusk gave him a sheepish smile and followed his marefriend out of the door.

* * *

"Yes Mr Noir, It's definite that you need some lenses for the state your eyes are in," the optician said from behind the desk after Dusk had finished his tests. "Quite frankly, I'm surprised you didn't come here earlier than this."

"I know, I should have," Dusk admitted, taking his prescription for glasses. "It's just… I thought that…"

Though he trailed off, the stallion seemed to read his mind. "Mr Noir, I assure you, having to wear glasses is nothing to be ashamed of." He adjusted a pair of his own on the end of his nose. "If ponies do mock for it, just don't pay them any mind. Besides, we have a wide range of choices for glasses that would suit you."

Feeling a little more spirited than before, Dusk returned the opticians smile and returned to Twilight, who was waiting nearby. She beamed proudly at him.

"There we go, now all you need to do is pick out a pair that fits you best." She looked around at all of the glinting lenses. "I wish we'd brought Rarity for this, she's better at it."

"Perhaps, but I'm sure we'll be fine," Dusk said lightly. "Besides, I'd much rather hear what you think, since that's something you are definitely the best at."

"Aw, thank you Dusk." She shyly nuzzled his neck, but he could still feel the warmth from the gesture. "You can be quite… sweet at times."

"Thanks," he mumbled. Compliments like that were another thing they were still getting used to. "Right, let's have a look at these then."

He levitated down the first pair he could see, a pair of typical round spectacles. When he put them on, they instantly made his eyesight so much more clear that he almost jumped in surprise. He looked at them in the mirror, but decided within seconds that these didn't suit him at all. They made him look too geeky… wow, now he was thinking like both Rarity and Rainbow Dash.

He turned to look at Twilight, but ended up stopping and staring for a few minutes before she brought him out of his reverie.

"Sorry, it's just… I'd forgotten how… well…"

"Forgotten what?" she asked gently.

"How… amazing you look."

This comment obviously caught her off-guard, her eyes widening like saucers. But they soon sparkled with happiness, an expression reflected in her perfect smile.

"You really are sweet," she echoed utter assurance, enough to make his face burn. "Thank you. So, not the right pair?"

"What? Oh, the glasses! No, I don't think so…" He placed them back and put on the next set, that looked rather like sunglasses.

"Oh, that works!" remarked Twilight. "You look cool with those ones."

"Cool yes," he nodded, noting how much he looked like some kind of secret agent with them on. "But… cool isn't really me, more like our mutual cyan friend."

"I know what you mean," she giggled. "I think they look good on you, but if you don't like them, that's fine."

"Thanks," he said warmly, putting them back and stopping to have a think.

He was rather reminded of the time he had picked out his now iconic trilby. He didn't want to look too geeky wearing them, but that didn't mean he was unashamed of his intelligence. He wanted to look okay in them, but not end up looking like a rock star. Something that still looked decent and allowed him to see clearly, a middle ground in a sense.

He browsed for a few more minutes, stopping and pausing on some, but eventually moving on to the next set. All the while, Twilight waited patiently, providing the occasional bit of insight on what she thought looked good for him. Most of the time, they found themselves agreeing with one another in this sense and were gradually narrowing down the choices. It seemed like it was taking a while, but because he was with her, time seemed immaterial in that moment.

Finally, Dusk found himself lingering a little longer than normal on a pair of black-rimmed square shaped reading glasses. They allowed him to see better than before, which was ultimately what he wanted, but they also helped to, as Rarity had put it, emphasize his intelligence. They didn't make him look like a nerd, they just made him look… clever. Plus, the colour worked well with his hat, so that was another bonus.

He turned to Twilight, feeling the smile grow on his face, which was matched by her. She nodded in satisfaction.

"Do we have a winner?" she asked.

"I think we do. What do you think?"

"I think so too."

"Then it's settled," they both said in unison. Blushing and laughing, Dusk paid for them and walked back out into Ponyville.

Already, he could see the much needed improvement. Like somepony had made some sort of adjustment to him, he could see clearly once again, making out every little detail from the clouds in the clear blue sky, to the stones upon the ground. Even better, he could once again make out the beautiful face of Twilight Sparkle and be dazzled again by her radiant smile.

Caught up in the moment, he leaned in and bestowed a kiss on her cheek. She blinked and gasped in surprise from the gesture.

"Whoa… what was that for?"

"Oh um… well… just happy, that's all," he mumbled, feeling embarrassed again. "I didn't think you'd mind…"

He felt her hoof touch his cheek, turn his face back around and her lips briefly on his for a bit, giving him that fleeting feeling that he was like a Pegasus in flight.

"I never said I did." Nuzzling his cheek again, Dusk grinning once more, they walked side-by-side through the streets. "For the record, I think you look cute in those glasses."

"Really… you do?"

"Certainly. Now come on, let's go back and give Spike a hoof," she suggested, leading him off.

"Right you are, Miss Sparkle." Walking alongside her, his new glasses propped on his eyes, Dusk decided that perhaps wearing these wouldn't be so bad after all.

* * *

Hey everypony, I am back! Just as I become a man in society's eyes, so here is a new story starring my little pony again, once more changing his appearance. Plus, I've started posting the series on FiM Fiction. Just search my user name and you'll find me.

Now, if you remember how my story structure worked last time, I think you know what's coming next time. Join me then for… *shudders* crazy Twilight…


	2. Lesson Zero

**Lesson Zero**

From ever since he'd arrived in Ponyville, Dusk had spent the majority of his time working in the library with Twilight and Spike. For the better part of a year, he had grown accustomed to the duties that came with his job as her second assistant and the habits of the dragon that he worked alongside. He also liked to think that, during all that time, he had come to know Twilight Sparkle best out of others they knew, with the exception of Spike. He knew that she liked to organise specific work rotas for him and Spike, to make sure they all had equal fillings in sandwiches and even that she still liked to sleep with her doll, Smartypants, when she had a bad dream. Something she'd told him in complete confidence, with a red face.

But even despite all of that time he had gotten to know her and the fact he was now her coltfriend, she could still surprise him even now with the sheer level of organisation and scheduling that she took not only in her studies, but also in her everyday life. Who else would make a checklist of items needed to create a checklist before proceeding to make their main checklist? Even then, who would still add the item to actually create the checklist that was already in the process of being created, just to make sure she didn't forget it or miss it out? It was no wonder that quills and parchment in the library were eaten up more quickly than a swarm of parasprites would devour at an all-you-can-eat buffet.

Even then, Dusk thought with a little smile, Twilight would probably still use up the parchment quicker than those bugs would eat.

While her organisation was one of the things he… well, loved about her, he couldn't help but think that it was a little worrying just the rate and detail to which she ordered her life like that. Organisation was good, Dusk didn't mind it himself, but he also preferred to accept that life could sometimes surprise you and no amount of scheduling could ever prepare you for that. Simply coming here and making friends had proven that much to him. Still, he was probably just over thinking it. Twilight had her way of dealing with things and he had his. There wasn't much point in trying to change that.

He returned back to the book he had been given to read, adjusting his new glasses slightly so that the words better swam into focus. Luna had recently sent a letter saying that their lessons would be beginning only three days from now. She would be arriving in Ponyville to give him his first lesson and Twilight had immediately leaped on the idea that he should begin studying from the wide range of things he could possibly be learning from her. As such, she had allowed him to stay in the library and catch up on his reading, while she and Spike went out to complete her list of things to do by the end of the day.

Grateful for her consideration, Dusk was now brimming with excitement and a little bit of nervousness that his personal lessons with the princess were imminent. Ever since his colour magic had become his true special talent, he had felt himself become eager about the idea of expanding it. He didn't know exactly to what levels he could learn his magic, but the unknown possibility just made him more excited to find out. There was, of course, the added pressure of more work and studying under her expertise, but he was sure he'd be able to deal with it.

Twilight was also equally excited for him. Not only had she provided him with these books and subjects on which to do a bit of extra reading, but she'd also been able to relate with her own experience. She'd told him that there would be a lot of hard work and dedication to learning under a princess, but she'd also elaborated that the experience would be worth it, as would the knowledge he would gain from it. She'd also reminded him that if he ever needed any help with his studies, then he only had to ask her and she would do all she could to help him out.

"It'll be no trouble at all," she'd said kindly. "Besides, I'm rather fascinated about what she might be teaching you."

Dusk could still feel a smile tugging at his lips just seeing her enthusiasm for learning and discovering something new. It was another of those things that they shared, though she possibly had more of a flare for it than he did.

He had just turned over the next page, reading about the application of energy to the level of spell needed to be produced when he heard Spike's voice travel up the stairs and Twilight's hooves on the wood of the floor, as welcoming a sound to him as a friendly hello.

"Return to library: check," Spike was saying.

"Gotta say, it's always good to be back," Twilight replied, coming into view. "Hey Dusk, how's the studying going?"

"It's coming along fine." He gestured to the page. "This is actually rather interesting, I should have picked this up before."

"Great, I knew you'd like it! Do you need any help?"

"You've given me more than enough help Twi," he replied. "For now, I am content."

"Okay… you sure?"

"Completely."

"Okay," she repeated, sounding a little unsure. "Well, keep up the good work." She leaned in and kissed his cheek. "Spike?"

"Kiss Dusk: check." He smartly ticked the item off the list. "I still can't believe you made me write that."

"I'm on your checklist?" Dusk asked.

"Of course, I put all essential things onto it and…" She leaned in and whispered, "I save the best for last."

"Wow… um… thanks," he mumbled.

"Anytime," she replied with a blush of her own.

"Gimme a break," Spike groaned. "Well, looks like that's everything, including the unbearable stuff."

"Almost everything!" pointed out Twilight.

Dusk looked over Spike's shoulder. "Triple check checklist to make sure we didn't miss anything when we double checked the checklist. Wow, really?"

"I do like to be thorough."

"Clearly. May I?" he added to Spike.

"Go nuts," he said, letting him levitate the quill.

"Check," Dusk said proudly. "That's everything done and leaving things open for the picnic later on."

"Always good to get things sorted." She opened a box, revealing a dozen cupcakes that made Dusk's mouth water. "Then you can show everypony else how your new glasses look."

"Hopefully they'll like them," agreed Dusk. "So, I'm allowed to come along? I don't just have to stay here and study?"

"No, don't be silly. It's good to study, but it's also important to take breaks from it too," she advised.

"Unless it's you," remarked Spike. "In which case, you'll take a break from studying by doing slightly less."

"Well, I'm glad anyway," put in Dusk, saving a flushed Twilight. "I wouldn't like to have spent this day inside poring over books while it's so sunny. Reminds me of summer exams back at the school."

"Oh, but those were always the best!" piped up Twilight. "What better way to spend a sunny afternoon that to spend it revising for the test the next day."

Personally, Dusk would have disagreed there, but he just said, "What better way indeed," and nuzzled Twilight's cheek.

"Ugh this day is the worst. First I have to watch you two making goo-goo eyes at each other, now I have to put up with this claw cramp!" complained Spike.

"Sorry Spike," Dusk said, looking at his red-raw claw. "Try putting some ice on it."

"Right," he said unsurely. "Well, good thing we don't have anything to report to Princess Celestia this week... I don't think I could write another word!"

At this, Twilight dropped the cake she was levitating. "We haven't sent a letter to Princess Celestia this week?!"

"Why? Is that bad?" asked Spike.

"Bad? BAD? Of course it's bad! I'm supposed to send Princess Celestia a letter every week, telling her about a lesson I've learned about friendship! Not every other week, not every 10 days, every single week!"

"Twilight, calm down," Dusk tried to soothe, but that only made it worse.

"Calm down?! CALM DOWN?! Maybe you can be calm, but I can't! This is an emergency!" She shot up in his face so hard, his glasses almost tumbled off.

"Twilight, I really think you should-"

"No time, no time!" She whizzed past him, lifting up about six different books at once, one of them shooting up and hitting Dusk on the chin. "Ohh... Where's my calendar, where's my calendar?!"

"Where it.. always is?" No sooner had Spike taken it out of the drawer, she pulled it over with him still holding onto it.

"When did we send the last one?" she asked, flicking through the pages with lightning speed.

"Last... Tuesday?" responded Spike.

"And today is..."

"Tuesday?" put in Dusk.

"Nononononononono!" She pushed past him and hurried upstairs, staring out of the window at the sun, which was moving steadily across the sky. "If I don't send her a letter by sundown, I'll be... tardy!"

"What's that now?" Spike asked.

"Being delayed or delaying beyond the right or expected time for a task, assignment or work," replied Dusk.

"Um… what?"

"Late, I'll be late!" she shrieked Twilight. "Oh, how could I let this happen? I'm usually so organized. I've never been late with an assignment."

"Oh, please! You're the most studious student ever! I'm sure the princess will forgive you if you miss one little deadline," dismissed Spike.

Twilight wasn't convinced. "I'm afraid to take that chance, Spike. This is the ruler of all of Equestria we're talking about. The pony who holds my fate in her hooves!"

"She is, but she's also very fond of you and has taught you for years," pointed out Dusk. "She knows how hard working and dedicated you to your studies, both in magic and in friendship and she knows that you'd never intentionally miss an assignment. She won't punish you for this one little slip-up."

"But Dusk, she's also a princess. Even with you and Luna, there still exists that clear boundary between subject and ruler. I'm no different," she despaired. "What if she doesn't forgive me?"

"Yeah... I don't think she—"

She cut off Spike and surprised Dusk by teleporting in front of him. "What if instead she starts thinking I'm not taking my studies on friendship seriously?"

"Why would she-?"

But she wasn't finished, now pacing around in a panic. "What if she makes me come back to Canterlot and puts me back in school and makes me prove I've been taking them seriously by giving me a test?! What if I don't pass?!"

Dusk tried his hoof again."Twi, I think you're blowing this a little out-"

"She's my teacher!" she yelled back at him. "Do you know what teachers do to students who don't pass?"

Dusk dared to answer. "They… put it on their permanent record?"

"Worse! They send them back a grade! But she won't just send me back a grade. She'll send me back to... magic kindergarten."

She shut her eyes, grimaced and shivered with fear, possibly envisioning herself in that exact situation. Spike looked at him in confusion, while Dusk looked at her with concern. He hated to see her like this, reduced to such a state by her fear and apprehension. It made his heart ache to see her there, shivering with fear, her eyes scrunched up with fright. He resolved as to what to do and motioned to Spike that they should help her.

It took him and Spike three tries to snap her out of her reverie of terror. "That is the most ridiculous thing I've ever heard!"

"Twilight, it's okay," Dusk said, tentatively placing his leg around her. "You're not going to be sent back to magic kindergarten."

"You're both right. I have no reason to worry." Dusk felt himself relax at these words. "Because I'm going to solve a friend's problem and get that letter to Princess Celestia before sundown!" Then he tensed right back again. "So... got any problems, troubles, conundrums, or any other sort of issues, major or minor, that I as a good friend can help you solve?" she asked Spike.

Spike thought for a few seconds, then, "I got nothin'."

"Oh… well, what about you Dusk?" she asked, rounding on him. "I'm sure there must be something that I, as your friend _and_ marefriend, might be able to help you with."

Dusk shrank back a bit, not liking the look in her eye. "Um… sorry, nothing really springs to mind."

"Oh." She pulled away and sighed in disappointment. "Then it looks like I'm going to have to find somepony who does." With that confident tone returning to her voice, she set off downstairs on her task.

"Ugh, this can't end well," Spike sighed, moving to clear up the books she had scattered.

Dusk looked after her. "Um… shouldn't we do something?"

"Yeah, we need to get all of these books cleared away." He was already piling up the books Twilight had scattered in her panic. "As much as I'd rather be taking the time to chill out for a few minutes, I'd also rather not have this stuff waiting for me after the picnic."

Dusk blinked at his apparent lack of concern. "I mean about Twilight. Shouldn't we do something to help her?"

Spike shrugged. "I don't think so. You know how Twilight can be with her studies sometimes, she's blowing this way outta the water. My guess is she'll wander around, panic for a while, find a problem, fix it with the magic of friendship and we'll all be back in time for food and bed."

"Really? You think so?"

"Yeah sure." He noticed the worried look on Dusk's face. "Don't worry, Twilight's a champ. She'll be fine."

"If that's what you think then…" Dusk trailed off, moving to help Spike with the clearing up.

Despite the baby dragon's words of assurance that she would be fine, Dusk still felt worried for his marefriend. In the moment she had discovered that they hadn't sent a letter to the princess, you could have told her somepony had stolen all of the books in the library before burning it down and her expression would have probably matched it. She'd looked so worried, so frantic about not getting her letter in on time, that Dusk almost felt as if he should be panicking too. Perhaps they should go and help her…

But, then again, this was Twilight, the pony who had once almost had a nervous breakdown because Spike had thrown out her monthly schedule with the rest of the trash and the mare who had him supplied with a book on just about everything to prepare for his studies with Princess Luna. Likelihood was that Spike was right and she'd be fine. He just had to stop worrying and have confidence that she'd be able to handle this herself. After all, she had done this sort of thing just fine in the past.

He returned his focus to tidying up the mess she had made before she'd left. He levitated up her calendar and found his eyes drifting to the page she had left it open on, the conspicuously absent red cross on Tuesday that marked the successful completion of an assignment on friendship. He found himself tracing his hoof over the date, hoping that she would be okay. He had a feeling she would be, but he still couldn't shake that other nagging thought, that buzzed in the back of his mind as he put the calendar away…

It took him and Spike mere minutes to clear away all of the scattered books, leaving open some free time for the two assistants. Spike chose to spend his in typical fashion, lazing around on his back without a care in the world, whilst Dusk returned to his studying, resuming the page he had left it open at. Since Twilight wasn't here to assign them a new task and seeing as how it had been her idea in the first place to do this, he might as well spend his time constructively.

He glanced over at the clock. It was now midday, almost lunchtime and almost time for the picnic with the girls. It had been a good few minutes since Twilight had set out to try and solve a friend's problem, therefore having something to report to the princess. Had she succeeded in her endeavours or was she still desperately trying to find some sort of problem to solve around the town? It would be easy to assume that Twilight had found something and perhaps was now on her way to the picnic site with nothing to worry about.

But Dusk had a thing about assuming, in that he preferred not to.

Assumptions could be fickle things, especially if one didn't have all of the facts. Though Spike had reassured him on the matter, the look on Twilight's face, the panic in her eyes still lingered within his mind. Had he been too quick to assume that she was fine and she wouldn't need his help? He knew his various duties to her, but would she need his help? Did she want it? Even then, should he go along and try and find her anyway, or would she prefer it if he stayed out of this. He knew he was supposed to do something, but what?

"Hello? Is there anypony here?" A voice downstairs snapped him out of his thoughts.

Another of his duties in the library seemed to be calling him. Dusk looked over at Spike, who had barely moved from his spot.

"Want me to get that?"

"Would you? I've kinda made myself comfy here," he replied casually.

"Clearly. I wouldn't want to inconvenience you." They both shared a laugh and Dusk rose from the table. "I'll go see what they want."

"Hey, get me a bowl of ice cream while you're at it!"

"Get it yourself, you lazy dragon!" he called back lightly.

He laughed again when he heard him grumble and caught sight of the unicorn mare who had entered the library and knew he had seen her somewhere before. Her fur was a light green, almost blended beige like leaves just starting to grow in spring, whereas her mane was a deeper green like grass. Her cutie mark was a paintbrush dipped in pink paint and, even without that obvious allusion to being an artist, Dusk could practically feel her creative spirit radiating from within her.

When her eyes met his, which were also a rich green, he could see there, even stronger, that same creative buzz and spirit that embodied her entirely. She looked at him in a way that seemed to be studying how best to portray him and his surroundings onto a blank canvas, turning it into something spectacular for all to behold. A pony who saw the world and saw fit to capture it in the most colourful, creative way possible. That was truly something to be admired.

"Hello there," she greeted in a light, friendly voice. "Is it just you here?"

"Myself and my fellow assistant yes, but he's… indisposed at the moment," he told her. "Is there something I can help you with, miss?"

"Huh? Oh, yes!" She had appeared distracted for a moment there. "Just admiring that sculpture there."

He looked to where she pointed at the wooden carved head of a horse that stood upon one of the plinths that also served as a writing desk. Dusk had never really given it much thought, yet she seemed obviously intrigued.

"Hm, yes," he said, glancing at it. "It's just a decoration."

"I know, but it's very well made. May I?" Dusk nodded to her question and she moved to have a closer look at it. "Very well made indeed."

"I suppose." Dusk was a little surprised at the interest she took in something he believed to be commonplace. "I've never really known where that's come from."

"From the look of it, it's probably early Pegasi era, but the workmanship is definitely Earth pony, also from the same era. I'm not entirely sure, but it looks that way." She stared thoughtfully at it, taken in by the detail. "I think these were made after a um… a party siege, or something in that era…"

"Would that be the CTF Seige of Trot?" Dusk asked, his knowledge of history kicking in. "When the Earth ponies committed to a game of capture-the-flag with the Pegasi of the ancient city. They supposedly gave up by offering a giant wooden horse as a gift to the supposedly victorious Pegasi. It was only after they brought it inside the city that the troops hidden inside climbed out and took their flag from the city, claiming victory for them."

"Yeah, that's it! Then, they had the smaller wooden heads carved as a memory to that event. This one's either an original or a very clever fake." She nodded absently, then shook her head and an embarrassed smile grew on her face. "Sorry, I have a tendency to get carried away with this sort of stuff. You know, art…"

"Don't worry, it's fine," Dusk assured her. "I'm actually interested to know that we apparently have this priceless historical artefact in the library. Either that, or just a memory to another time. Thanks for pointing that out."

"No problem, thanks for taking an interest. You really know your stuff." She held out her hoof, as he blushed from the compliment. "Sorry, we don't even know each other's names. I'm Gentle Dream, I own an art store here in town."

"Dusk Noir, second assistant to Twilight Sparkle. Charmed, Miss Dream." Realisation hit him when he shook her hoof. "Hey, I know where I've seen you! You were at the celebration in Canterlot. Pinkie was saying something about destroying your shop."

"Oh, you remembered," she said with surprise. "Yeah, I don't know what she was talking about. My store was fine, even after all of the chaos Discord caused."

"Well, that is Pinkie," he shrugged. "Not meaning to sound rude, but is there anything in particular you came for, Miss Dream?"

"Yes, yes, sorry. Getting distracted again, sorry," she said, with an awkward giggle. "Yeah, I was wondering if you had any books on Reneighssance artists?"

"We should have a few, excuse me." He bowed his head a little and went off to find the appropriate book.

Once again, while he searched for the book, he found his thoughts straying to Twilight again. First of all, he couldn't help but cringe to imagine the look on her face if she saw him talking to this strange mare he'd never met. Secondly, he again started to worry about how long she was taking with this last minute assignment. He knew she was clever, but he also knew it wasn't wise to do work, any work at the last minute. You'd be even more worried and under pressure to get it done and it might not be of the same standard as it usually was.

Again, he thought when he found the appropriate book, was that just him worrying too much or were his worries actually founded? She hadn't asked for help, but he had helped her and others plenty of other times without needing to be asked for it. Should he have done so this time, even more because of their changed relationship? He tried to keep a pleasant smile on his face when he returned to Gentle with the book.

"There, that should have a good few examples of artists of the period and their work," he told her.

"Great, thanks!" she said, eagerly flicking through the pages. "Oh, this is perfect, thanks so much!"

"No trouble at all. Now, if you would excuse me Miss Dream, I have some work to do." He was turning back towards the stairs, barely glancing back…

"Hey." Dusk stopped, but didn't turn around. "Are you okay?"

He considered just keeping walking and pretending like he headn't heard her, but that went against his polite manner. So, he glanced back. "Of course, Miss Dream. Why um… why do you ask?"

"I don't want to be rude, but you look like a pony with something on his mind." She didn't sound timid about it, more politely curious. "You don't have to tell me, I mean we only just met but… talking always helps."

This was just one of those things that would surprise him at times, just completely out of the blue about ponies. Most times, ponies were only concerned with their own woes and their own problems. Yet, sometimes, there would be the occasional one who would be more than that and be concerned about a complete stranger. He remembered hearing the expression that a stranger was just a friend you haven't met yet.

It would have been easy to just say no, to say that it was fine and that it was his problem, not hers and she didn't have to deal with it. But she was offering up her help, offering a chance at guidance and possibly may know more about a matter he was otherwise a novice to. So, he turned back around to face her, a concerned look on her features.

"Miss Dream-"

"Please, Gentle," she offered. "Miss Dream makes me sound like a school teacher."

"Right… Gentle," he corrected. "Can I ask… are you in a relationship?"

"Yes, I am," she replied sternly. "So don't get any ideas-"

"Oh no, you misunderstand me!" he rectified quickly. "It's just that… well…"

He quickly explained his problem to her, that he was unsure if should be offering some sort of support for Twilight's problem or at least giving her his help, adding also that he had never been in a romantic relationship before and he wasn't entirely sure about what he should do. She listened patiently, a thoughtful look on her face.

Once he was finished, she gave him a bright smile and a small giggle. "Honestly you silly colt, of course you should help her."

"Oh… right…" Dusk felt the guilt surface even more. "You… you really think so…?"

"Of course, it's what you do when you're with your special somepony." She sighed and gazed off fondly. "I remember one time when I was trying to paint the night sky to go up in the shop. The night is always so beautiful, all of those twinkling stars and the shining moon, how can you not fall in love with something like that?"

"Indeed," Dusk agreed.

"Yeah…" She stared off for a while, then shook her head. "Sorry, I get carried away sometimes. Anyway, so I was trying to figure out which colour would be best used to paint the sky? Should it be black mixed with blue, or maybe blue with a little bit of violet? Perhaps two different shades of blue, or even a mix of both. I wanted it to look like my best work, but I just couldn't decide. So my coltfriend, Star Chaser, he asks me what's bothering me, I tell him but also say it's not his problem and he should get to bed. But do you know what he did?"

Dusk could already see where this was going. "He didn't…"

"Nope. He stayed up with me, no matter how much I tried to tell him I'd do it myself and, together , we managed to figure it out and it really was the best piece of work I… that we'd ever done," she corrected proudly. "Since then, I've never sold it, never let anypony else have it, because of what he did for me on that night. It was my best work, not because of the colour I used or the style, but because he'd taken his time out to help me finish it and I'll never forget it."

"I see…" Dusk turned his gaze ashamed to the floor. "I should have been with her from the start… what do I do now?"

"Well, no time like the present and no point feeling sorry for it." She stepped aside and opened the door. "Go on, go find her and do what you can for her."

"R-r-really? But… but there's not much time…"

"Even so, you can still try. She might not know it and you might not think it, but she needs your help and you need to help her," she told him, gesturing with her head. "Now, go on!"

"Right… right!" He headed for the door, but paused on the way. "Thanks Gentle."

"Anytime, now get going! Go on!"

Suppressing his guilt, Dusk levitated his hat off the stand and sprinted out of the door, Gentle cheering after him.

"Hey, where are you going?" he heard Spike call. "You're not going to be late for the picnic and you forgot the cakes!"

Dusk didn't turn back or stop, but what the baby dragon had said did give him an idea. It was close to the time they were supposed to be meeting everypony else for the picnic and there was a strong possibility that Twilight would be there. Conjuring up a puooet of the first pony he could think of who would be there, Fluttershy, he quickened his pace and followed the magic as it guided him, sometimes almost overtaking it from how fast he had run.

He soon felt the lush green grass beneath his hooves, could hear the birds chirping in the trees, the sun on his back and could see the forms of the girls up ahead, just settling down and getting everything ready. Pinkie had just placed down a basket and opened it, several balloons all floating off into the air off with it, Applejack was laying down the blanket and Rainbow was rubbing sun cream onto her legs. Rather surprised at how comforted he felt to see all of them here, but seeing no sign of Twilight, he slowed down and gulped down lungfuls of air, falling in a heap from exhaustion.

"Geez, and I thought I was meant to be the quick one," remarked Rainbow when she saw him. "How fast were you running there?"

"What's the rush sugar cube?" Applejack asked, helping him up. "Ya ain't late, fact yer on time as always."

"Oh my, is everything okay?" Fluttershy asked worriedly.

"No… no… not really…" he panted. "Where… where's… Twilight…?"

"So _that's_ why you were running so quickly. You wanted to be here first and surprise her!" Pinkie squealed. "Aw, that's so sweet and cute, like a cupcake with googly eyes on it!"

"More like creepy," Rainbow muttered, reclining on the grass with shades over her eyes.

"Well, dontcha worry, she ain't here yet," Applejack assured him. "Here, why don't ya take a load off and rest right here till she gets here."

"I… I…" He tried to explain to them, but Fluttershy was at his side in a flash.

"Now, now, you just rest up and relax. I'm sure Twilight will really appreciate what you've done, it was so nice of you."

"Seconded," put in Rarity, heading over to another basket. "I think a cup of tea will have you right as rain in no time, darling. Then perhaps a _reward_ from your grateful marefriend, hm?" she added slyly.

Dusk gave up trying to speak, completely worn out from what to him felt like a cross country sprint and just nodded, slumping down on the blanket and propping his head on the ground.

"There you go big brother, you just rest," said Fluttershy gently. "Oh, I just noticed, you got some glasses."

"Ooh, ooh, let me see!" Pinkie dashed over, snatched them off and put them on. "Whoa, this is weeeeeird... and fun! Look how big my hoof is!"

"Well, they are only meant to be worn by those who need them, Pinkie," pointed out Rarity.

"Speakin'-a which, ah'm pretty sure Dusk would like those back so he can see," added Applejack.

"Oops, sorry!" She gently put them back on. "Still, good look though. They make you look as smartypants as you actually are."

"Another way of saying he looks like a geek," sniggered Rainbow.

"Now, ah don't think it don't matter what way what he looks like, jus' so long as he can see," said the ever practical Applejack.

"And also um... you really shouldn't say things like that um, Rainbow," muttered Fluttershy. "It's uh... just not very nice..."

"Hey, lighten up, I didn't want to sound like a jerk," Rainbow placated. "Dusk knows I don't mean anything, right Dusk?"

"Certainly..." he managed to gasp out.

"See? No harm done."

"Marvellous!" Rarity returned to rummaging in the basket, the clinking of cutlery in Dusk's ears. "Please tell me I did not forget the plates." She gasped and pulled her head out. "I did. I totally forgot them! Of all the worst things that could happen, this is THE. WORST. POSSIBLE. THING!" A luxurious couch, controlled by her magic, slid next to her as she fell on it, sobbing and despairing… until she realised everypony was staring at her oddly. "What? You didn't expect me to lay on the grass, did you?"

Dusk managed a smile at the typical sight that was Rarity, but this was soon wiped off his face when he heard the sound of a box being dumped on the ground and he saw Twilight.

While he always thought of her as beautiful, even he couldn't help but stare at the state that she was in. Her mane and tail were both unkempt and wild, frayed and sticking out in places, like she'd just run straight through a bush while having it styled by a failed barber college undergraduate. Her whole body was tensed up like a frightened rabbit, unable to relax. Her pupils had shrunk down to the size of peas, her eyes wild and desperate and the smile she had on her face wasn't comforting and kind, but more… demented and disturbed.

It was very clear that she hadn't been successful in her endeavours and she had been becoming more and more stressed as the deadline drew nearer. Dusk knew this and he felt all the worse for it, but the others didn't. They were still, however, concerned for her.

"You alright, hun?" Applejack asked.

"No!" she cried. "I am not alright." All of them reacted with sounds of concern and worry for her, enough to make Dusk stay quiet for now. Perhaps they would want to help her as well. "It's just terrible."

"Yes?" they all asked in unison

"Simply awful."

"_Yes?"_

"It's the most horrific trouble I've ever been in and I really, really, really need your help!"

"YES?"

"My letter to Princess Celestia is almost overdue, and I haven't learned anything about friendship!" She sounded as if she was on the verge of tears and Dusk found the strength to stand up and start to make his way over to her.

But what the girls did next made him stop where he was. Instead of worrying and fretting with the same levels as she had done, they all breathed sighs of relief at the news, visibly relaxing, with the exception of Dusk and Twilight.

"Oh thank goodness," said Fluttershy. "I thought something really awful had happened."

Twilight made a strange strangling sound in her throat before teleporting behind Rainbow. "Something awful has happened!" She reappeared next to Rarity making her spit out her tea. "If I don't turn in the letter on time, I'll be tardy! TARDY!" This last part she screamed in front of Applejack.

Again, rather than being concerned for how worried she obviously was, the girls all started giggling at the fuss that she was making, but Dusk was anything but amused. In fact, he was now extremely worried for her.

Dusk knew this wasn't good. Dreading that something terrible would happen was bad enough, but actually attempting to picture it just made the problem even worse. Twilight seemed to be suffering from signs of extreme stress to do with her work, combined with her need for organisation and order and now she was on the verge of a nervous breakdown. Knowing all too well anxieties about exams back at the school, he knew roughly what she must be going through. As her second assistant, friend and coltfriend, he knew it was his duty to help her.

Even if our friends don't, he thought a little bitterly.

"No offense, sugarcube," Applejack said, pushing her away, "but it looks like somepony's gettin' themselves all worked up over nothin'."

"This is not nothing!" she screamed back. "This is everything! I need you guys to help me find somepony with a problem I can fix before sundown! My whole life depends on it!"

Pinkie was now rolling on the floor and laughing hysterically."Oh Twilight, you're such a crack-up!"

"Come on now. Have a seat and stop sweatin' the small stuff," Applejack prompted. "Look, Dusk here made an extra effort ta get here so he could surprise ya. Why don't ya come on over an' keep him company."

Dusk was brought back to the present by Applejack's voice and Twilight's annoyed screams, to see her about to sprint off when he bolted over to her.

"Twilight, wait!"

"What, Dusk?!" Her eyes were wide and popping as she rounded on him. "I don't have time to relax! I need to get this finished now and if you or nopony else is gonna help me then-"

"But that's what I'm saying," he said quickly. "I _do _want to help you."

"W-what?" This caught her off guard and, for a moment, he could see the Twilight he knew so well.

"I know how important your studies are to you and I know how much you like to be on time with your assignments… and I should have realised that sooner." He hung his head in shame. "I should have been helping you from the beginning, then maybe we could have found a solution to this problem."

"Dusk…" she said softly, but he wasn't finished.

"I know it doesn't seem like much now, but I want you to know that I'm here for you and…" He hesitated and took her hoof gently. "And I'll do whatever it takes to help you bring in your letter on time to the Princess."

She stared at him for a few moments, complete silence descending on the rest of the group. Dusk didn't even look back at them, for he only had eyes for Twilight. Her own were glistening with tears, but at the same time he could also see a renewed hope kindling within them. Finally, she grinned broadly, hugged him so tightly that he almost suffocated and planted kiss after kiss on his face.

"Oh Dusk, thank you, thank you, thank you!" She planted one final one on his lips. "You are the best, simply the best! Now come on, let's go!"

"Huh… wha…?" Dusk was so disorientated from her sudden display of affection and became even more so when she grabbed his hoof and teleported again.

He'd never actually experienced teleportation before, but it was a very strange experience. In just a second, he felt as if he was everywhere and nowhere at the same time, guided along by a stronger presence he knew would be Twilight. He tried to move his legs, but they wouldn't respond and the whole world was spinning rapidly, colours and shapes whizzing past his eyes like he was on a roundabout in a playground. He always felt sick whenever he was on those and he certainly felt sick now.

When the spinning finally stopped, it was even more disorientating returning to a normal state. He staggered on his hooves, his vision blurred and unclear again, but gradually swimming into focus and he could tell they were back in the library. His head was pounding and his stomach was churning, but he managed to sustain enough will to keep it in, but not enough to stop himself collapsing to the floor.

"I am… never… ever…" He stopped speaking as he felt bile build up in his throat and swallowed it down. "Doing that… again…"

"You get used to it, now come on! No time for lying around!" His whole body tingled and his hooves left the floor. Twilight was using a levitation spell to carry him upstairs. She slammed the door behind them and dumped him on the ground.

"Okay, okay," he heard Twilight muttering. "You have Dusk now, so it'll all be fine. You and him will think of something, I'm sure of it and then you'll be on time. On time," she sang.

"Um… Twilight?" he called out to her. "What did you… say?"

"Quiet, I wasn't talking to you!" she commanded. "But now I am, so let's talk dear!"

Dusk, rather than feeling comforted, even flattered by the use of an affectionate term from her, just felt even more disturbed. It seemed she had now recovered from the relief she'd felt at having him help her and returned to a near insane state. Her eyes were wide once again and she was sat on the floor inches away from him, brushing her hair with her hoof and giggling to herself. Now and again, she would twitch and her eyes would bulge even wider, to the point they would probably pop right out of her skull.

This friendship report was really getting to her in a way that Dusk had never seen before. Spike had told him once how she briefly in a similar state when the parasprites had swarmed all over Ponyville, pushed to the edge from her lack of organisation and handling of the stressful situation. Dusk hadn't been witness to it, but he was glad that he hadn't. Now though, it looked as if she was being pushed to her limits again and this time he was here to see it. And, as much as he held her dear in his heart, it scared him.

Still, he thought to himself weakly, there wasn't too much to worry about. He'd dealt with Pinkie when she was in such a state and he had taken control of his own mind back from his darker self, even now he was coping with the memories he'd left, keeping them suppressed in his mind and unknown to everypony else… most of the time anyway. If he could deal with that, he could be capable of handling Twilight in the state she was in.

Or at least, that was what he hoped.

"I am so glad you decided to help me Dusk," she repeated. "I really am. If you hadn't, I don't know, heh heh, what I'd have done!"

"Glad I could… help," he said, with a quiver in his voice.

"Oh I am, I really am!" She giggled again and drew closer, Dusk backing off a little. "So, what do you think I should do? Only a few hours left, gotta do my report and I need to solve a problem. So, what do I do?"

"Right um… well, um, solution right…" He tried, but failed to keep himself from sounding terrified.

"Now, now my dear, don't be scared," she said in a sing-song voice. "I know this report is worrying, believe me I know, but I know you and I can think of something, I know it!"

"I um… I think so… too?"

"Great, now come on!" she added urgently. "Think! There has to be something I can do!"

"Yes, yes, something…" He had to stay calm, stay calm and not raise his voice. "Um… I um…"

"Come on, think!" she begged.

"Um… you could ask around town?" he said unsurely.

"No, no, it's too big and there's not enough time left and we're wasting it!" She shot forward and grabbed his shoulders. "Come on, there's gotta be something better!"

"I'm thinking, I'm thinking," he tried to assure her.

"Well think faster, come on!"

"Alright um… could you just make something up?"

"Dusk, what are you saying?!" she asked hysterically. "I can't lie to the Princess! What if she comes to ask me about it? What if she tests me on it? Did you think of that?!"

"I'm sorry, I'm sorry!" he said hastily. "I'm just… just trying to help…"

"Well, it's not helping, is it?" She groaned and turned away to look out the window.

While she did, Dusk felt a twinge in his chest from her words and turned his gaze elsewhere. Even though it would be easy to think that she was just saying that from her worried state, she had still stung him regardless. He'd always done his best and that had always done enough for her. She'd never said anything like that to him before…

He really hoped that she would find a friendship problem and fix it soon, or even better, that the princess really wouldn't punish her, because he didn't think he could take this much longer. Still, he could still hear her cries and screams at times… perhaps this would be his punishment, for what he had done…

He was so lost in his thoughts, he only caught the end of what Twilight said next. "If I can't find a friendship problem... I'll make a friendship problem!"

"What?!" That shocked Dusk more than anything she'd said so far. "Twilight, you can't possibly-"

"Why not?!" Her mad eyes fixed on him again. "I've tried everything else, this is the only thing I can do!"

She pulled something out of her box, her Smartypants doll. Dusk didn't know what she had planned, but he knew that he couldn't let her go with the state she was in. As such, calling upon rarely seen bravery, he stood in her path in front of the door.

"Dusk, what do you think you're doing?" she asked dangerously.

"What I have to do to help you," he replied, his voice quivering. "I… I can't let you go."

"Oh but you have to! You said you'd help me, not try and stop me," she reminded him.

"No, not like this," he denied, becoming even more scared of her and for her. "We'll find another way, I know it, but I can't let you do this."

She stared at him silently and he stared back at her, determinded not to move and let her do something she'd regret. In the end, she sighed and grinned even more broadly.

"Dusk… Dusk, Dusk," she said sadly. "I thought you would help me… but if you're going to get in my way then…"

"Twilight, what are you-?"

He didn't even see her horn glow, but by the time he knew what she had done, her spell had already hit him and sent him sprawling to the ground, surrendering to unconsciousness. The last thing he saw was Twilight lingering at the door before she ran off downstairs…

* * *

For the second time that day, Dusk was sprinting as fast as he could through Ponyville, following the puppet he'd made of Twilight. At first, it had been guilt and hope driving him, now it was sheer fear and desperation that he wasn't too late. The sun was lowering to the edge of the horizon, the day was almost over but there was still time.

He had awoken to Spike desperately trying to shake him awake, eventually resorting to his breath to the same effect of smelling salts.

"Ugh Spike," he'd said, coughing from the strong smell. "What _have_ you been eating?

"Only anything a healthy baby dragon would eat," he'd replied. "But enough of that, where's Twilight? What are you doing here on the floor? Napping on the job is my thing."

"Twilight? She… well she…" It had all come flooding back to him in that moment. "She used magic against me…"

"What?! On you? Yeah, right, and I'm prince of the dragon king… I sure would like to be though," he'd added forlornly.

"No, she really used it on me," Dusk said, more to himself than to Spike. "I… I can't believe that she would… I mean, I know she…" His thoughts had been a blur, his feelings unsure and confused from what had just happened.

After all of the time they had known each other, the trust they'd built up, the relationship they were now in, because of one little friendship report and her worry for it, she'd used magic on him because he was in her way. He still couldn't believe that she would do this. No… not Twilight, not his Twilight, not the one he knew. She really was pushed to the edge with this assignment and she wasn't herself. She would never have done something like this to him…

Would she? He kept asking himself that out loud, lost in the very idea of such a thing…

"Dusk, snap out of it!" Spike's yelling had brought him back. "I know you're upset, but why did she attack you? Did you say you hate reading? Did you make fun of her studies?" He'd gasped dramatically. "Tell me you didn't burn her monthly schedule!"

"No, no, nothing like that!" he'd replied with utter certainty.

"Good, because trust me, if you did that…" He'd shuddered. "Well, let's just say it isn't pretty."

"But it's something just as bad. Spike, you were right about her report, it isn't going well," he'd told him quickly.

"I was right? Huh, score one for Spike."

"Please, focus," Dusk begged. "Twilight has been driven to the brink because of this, she isn't acting how she normally would."

"Well… I did find her talking to herself into a puddle before, make of that what you will."

"That's what I mean and it's only gotten worse." He'd lowered himself down to Spike's level. "She's actually going to resort to creating a friendship problem, just so she can solve it and have something to report. I didn't know what it was, but I tried to stop her… that was when she…"

"When she used magic on you," Spike had said when Dusk couldn't finish. He'd placed a claw on his shoulder comfortingly. "Hey, don't blame her. I saw her and she's acting like she's gone nuts. I know she would never ever do something like this, especially not to you."

"That's what I thought too," he'd admitted. "Thanks Spike…"

"Anytime bro," he'd said lightly. "So… what now?"

Dusk thought for a moment. "Right, you write a letter to the princess and tell her what's going on, we might need some backup. I'll go out and try and find Twilight, see if I can stop whatever she has planned."

"You think there's still time?"

"You know me and impossible causes," Dusk had said with a chuckle.

"I know right?" Dusk had turned his back and was about to run off when. "Hey Dusk. If she has done something, you don't think the princess will… punish her, do you?"

Dusk didn't answer, for he didn't want to think about it. He'd just hurried out, conjured up a puppet and set out to find her.

His lungs burned, his chest ached, but he'd kept going. He still couldn't quite believe she'd actually knocked him out in order to try and make her report on time. She was fixated on getting this letter in on time and if she was capable of doing that… either way, she wasn't herself and she needed his help, as well as her teacher's.

His hopes of arriving on time were dashed when he reached the top of a hill and a scene of chaos met his eyes. It seemed like everypony in Ponyville, apart from the girls, were all fighting each other over something, but Dusk didn't know exactly what. He didn't even know where to start with fixing this problem, other than to make his way over to the girls and fast.

But he was worn out again and the sun was just creeping out of sight, the first signs of night descending upon them. The day was over. It was too late.

"Twilight Sparkle!" Never before had he heard Princess Celestia take such a commanding, stern tone, as she hovered in the sky, the rays of the sun illuminating her.

Gazing in complete awe, Dusk watched while she cast a spell that made everypony cease their fights and snap them out of whatever had possessed them. They all seemed to gather around and look at something, before they headed off back towards town. But Dusk's attention was no longer on them, but on the girls, one in particular.

He couldn't hear what was being said, but Twilight was trudging away from them, her head hung in shame. Princess Celestia had gone but he could guess where she had gone. He could also tell that she was angry with her student and she knew it too. Seeing her now, no longer crazed and driven, even if she had used magic against him, made him feel overwhelming pity and compassion for his marefriend.

It was enough to make him sum up his remaining strength and run to meet her. She mustn't have heard his approach, for she was still looking downcast and forlorn. When Dusk said her name, she shot her head up and he could see again the tears in her eyes.

"Dusk. You're… I mean you're… even after I…"

"After you knocked me out," Dusk supplied. He still wanted her to know what she had done and how it had hurt him.

"Yes… after I… I…" She bowed her head again, tears trickling down her face. "Oh Dusk, I'm so sorry… I didn't mean to… I never…"

Dusk had already crossed the distance between them and placed a hoof on her shoulder. "It's okay… I forgive you."

"But… but I…" She threw herself around him, sobbing into his shoulder. "I never wanted to, it's just… I was so scared... I didn't want to be… tardy…"

"It's okay, you weren't yourself and I don't blame you." He pulled back and touched her cheek, her eyes meeting his. "Let's just… forget about it, yeah?"

"Yeah… thank you…" she said with sincerity, all madness gone from her violet depths.

"My pleasure." He turned his eyes to the town. "So… what now?"

"Magic kindergarten, I suppose," she said sadly.

"That's not going to happen," he assured her. "And if it does… we'll face it together."

She blinked in surprise. "T-t-together? But… this isn't your problem."

"Your problem… is my problem. Besides, I have a hoof in this as well, remember?" he reminded her. "Let me make it up to you here."

They were only in a moment of silence before Twilight nodded and let him walk by her side back to the library, which felt like a walk to a criminal trial: long and arduous, even though it was only a few metres.

The Princess was waiting for them when they arrived, a stern expression on her features and a glare in her eyes.

"Dusk, wait outside, I would like to speak to Twilight alone," she commanded curtly.

Dusk, at first, moved to obey, but he stood his ground in the end and remained. "Sorry, Your Highness, but I feel some… responsibility for this." He shared a warm look with Twilight. "I um… I want to stay and… explain myself."

"Very well then." She drew herself up taller. "You both know why you're here, now if you would care to explain as to why."

So, letting Twilight do most of the talking, they told the Princess all that had happened, how Twilight had tried and failed to make sure that her report on friendship was on time, eventually having to resort to enchanting her doll so it would be irresistible and create a friendship problem for her to report. But she also made the point that Dusk had tried to reason with her and stop her, but she hadn't listened.

"If I'd just gotten a hold of myself and listened… none of this would have happened," she said sadly.

"That's… sort of where I come in as well." He stepped forward, trying his best to look the princess in the eye. "I knew that she may have needed help, but I still let her go, when I could have done something. I'm as much responsible for what happened as she is."

"But I never asked for you help," pointed out Twilight.

"You shouldn't have to. As your second assistant and, more importantly, your coltfriend, I should have been there from the start to help you. Then, we might have found something…"

"Either way, the one ultimately responsible for what happened is me. I missed the deadline for my report and I stirred up a great deal of trouble trying to do it." Twilight bowed her head in shame. "You can punish me… however you see fit…"

Celestia regarded the both with a firm gaze, before she lightened her expression and spoke in the gentler, kindly voice he knew her for.

"Twilight, while I am a little shocked about the measures you resorted to, I'm not going to punish you for missing your supposed deadline for your report," she told her gently.

This surprised Twilight, but comforted Dusk greatly. "But...but... I'm supposed to send you a letter about friendship every week. I missed the deadline. I'm a bad student! I'm... tardy!"

"You are a wonderful student, Twilight. I don't have to get a letter every week to know that," she replied sincerely.

"Really...?" She looked at Dusk, who gave her his best 'I told you so' smile.

"And Dusk, you and Spike are the reason why I was able to know of this in the first place." She glanced to the arch where Dusk saw a purple shape vanish. "Besides, from what he has told me, you did try to help Twilight in the end."

"In the end, yes, but… I should have done more…" Before Celestia could respond to this, the door burst open and Rainbow Dash bolted inside, along with the rest of their friends.

"Wait!"

"You can't punish her!" begged Fluttershy.

"It wasn't her fault!" added Applejack.

"I'm listening," said Celestia in an authorative tone.

So, the girls proceeded to explain how they too were responsible for what happened too, how they had seen how Twilight had reacted from her friendship report, but they'd dismissed it as not worth bothering with. They added also that Dusk had left to help her and they should have followed his example, which made him blush and retreat back a little.

When they finished by begging the princess not punish her for their insensitivity, Celestia smiled brightly again. "Looks like you all learned a pretty valuable lesson today." The girls all affirmed this, as did Dusk. "Very well. I'll forget Twilight's "punishment" on one condition."

They all cheered and whooped from this news and Twilight embraced Dusk, her wonderful smile returning to her features and her eyes shining with happiness. They quietened down so the Princess could deliver her condition for this great news.

"From this day forth, I would like you all to report to me your findings on the magic of friendship, when, and only when, you happen to discover them." She turned to Dusk and Twilight once they were done cheering. "As for you two, I would also like you to report to me what you learn about the magic of being in a romantic relationship."

"Princess…" started Twilight.

"It would be our honour," finished Dusk, beaming happily at her. This would certainly help to prove that they had been learning about this particular subject.

Once the Princess had left, they all gathered around in the library with Spike ready to take down a letter, Twilight being grateful to him for informing Celestia in the first place. First, Dusk let the girls speak, saying how you should take a friend's worries seriously, even if they didn't seem worth worrying about. In addition, you shouldn't turn a supposedly small problem into an, as Pinkie put it, 'enormously huge entire-town-in-total-chaos Princess-has-to-come-and-save-the-day problem.'

Once that was done and Spike was done trying to sneak in his little postscript about how he hadn't learned anything and didn't need to, because he was the best friend ever, he took another note for Dusk and Twilight's first relationship report.

"Dear Princess Celestia, this is mine and Twilight's letter about what we have learned about being in a relationship." He looked to Twilight for approval and carried on when she nodded. "Once you take friendship to the next level, being concerned about your partner's worries becomes even more important. Even if they don't ask for help, you should still try to do all you can to help them when they are in need."

"Equally," added Twilight, "your partner's opinions are also important and you shouldn't try to dismiss them or ignore them, in anyway possible. Because they might have the solution to your problem without even knowing it. From your faithful subjects, Twilight Sparkle…"

"… and Dusk Noir," he finished proudly. "Well, not bad for our first one."

"I'd say so, dearest Dusk," she added lovingly, kissing his cheek.

"Glad you agree, Miss Sparkle."

"Well, if I didn't, I could just knock you out again."

"Twilight… you are a knock-out, even without magic," he said shyly.

"Aw, Dusk, that is so sweet."

"I try my best…"

"Ugh, gimme a break," both Spike and Rainbow said at the same time.

"Ooh, Dashie and Spikey-Wikey are thinking the same thing!" put in Pinkie. "It's the start of something I tell ya!"

Spike and Rainbow looked bewildered. "What? Hey, what are you-?!"

"Hey, y'all be sure ta invite us to the weddin', okay?"

They all laughed at how red their faces went, Dusk with his arm around Twilight and wondering if he'd ever be able to talk about his particular problem with her, or even the rest of them. He was just worried that, if he did, he'd never again laugh like that…


	3. Late Night Learning

**Late-Night Learning**

"Twilight, you don't have to stay up with me," Dusk insisted, his eyes moving from the book he was reading to his marefriend. "You can go home to the library, I'll be fine."

"I know, but… I want to be here with you for this." She suppressed a yawn and snuggled up closer to him on the couch. "I know you're nervous about your first lesson with Luna and I want to try and lessen it a little before she gets here."

"Nervous? Um… who said I was uh, nervous? I'm uh, not nervous um… what are you… talking about," he stammered in reply.

"Dusk, you only ever stammer or pause these days when you're either nervous or unsure about something," she said matter-of-factly. "It's kind of easy to notice."

"I suppose," he admitted. "But still, you don't need to be here. I… I'm sure I'll be fine."

"I don't doubt that, but remember what we learned a few days ago?" she asked him. "Your problems are my problems and I'm going to help you cope with them, okay?"

"Alright…" He nuzzled her cheek a little. "Thanks Twi…"

"Anytime," she replied quietly. "Now come on, this is a good bit." Revelling in her warm presence beside him, Dusk returned his attention to the page.

Though it was only half past eight, the sky was already beginning to darken outside, the sun lowering in the sky and signs of a definite chill descending upon the land. The leaves on the trees outside were shifting colour to an earthy brown or sunset orange and dangling on their branches, animals were stocking up their supplies for their long sleep and ponies were starting to wear scarves and woollen hats to keep the cold at bay. Though the sun still shone, the influence of the rays was weak and still made them shiver in the wind.

All of these were sure signs that summer was behind them and autumn was beginning to settle in. Quite fitting that, when the nights should begin to grow longer, that was when Dusk's lessons with the princess were beginning.

According to the letter she had sent him a few days ago, she would be arriving at nine o clock to begin his education with her, only a mere thirty minutes away, yet time seemed to slow in anticipation for the event and build upon Dusk's already erratic nerves. Though he knew Princess Luna and considered her to be as much his friend as the girls, he was still shivering with anticipation as to what she might be teaching him, as to how much his powers would be expanded upon and how their relationship with each other might change.

These fears and more had been pressing down upon him, to the point that as the night drew nearer for her lessons to begin, he had become a lot more jumpy and erratic, sometimes raising his voice without noticing it or rambling whenever the subject came up in conversation. Occasionally, he might snap at somepony or else just become generally worried when his thoughts strayed to it for even a moment. He'd already had to apologize to Fluttershy on three separate occasions for raising his voice to her and making her cry, something that still made his insides squirm.

As if I hadn't caused her enough pain already, he thought fearfully, the laughter echoing again in his mind…

Fortunately however, it could have been a lot worse if it hadn't been for the support of his special somepony. Whether it was by her own volition or by some kind of spoken agreement between her and the others, Twilight had been immensely helpful to him at this nerve-wracking time. Whenever his voice rose to shouting level or his stammering would become too much, she would always calm him down and point it out. She would tell him about her own experiences with Celestia to soothe his own anxieties towards it. When he started reading through the books she had given him, she would be there to read with him and make it more enjoyable.

In short, she was there for him in whatever capacity he needed in order to make his transition into his new education that much easier. She was, of course, the logical choice to go for in this capacity. She had also been taught by royalty, had a great enthusiasm and interest in educational study, she was his marefriend and his best friend, knowing him the best out of all of them and because she knew how it felt to worry so much about a problem that it would become huge. Neither of them mentioned that particular event, but he was still grateful for her help.

Even with her beside him and all of her counsel, Dusk was still nervous about it and couldn't really focus. Twilight seemed to sense this and placed a hoof on his shoulder.

"Dusk, you're going to be fine." She laughed lightly. "Honestly, you're supposed to be the level-headed guy in our group."

Dusk raised an eyebrow. "Twilight, I'm the_ only_ guy in our group."

"What, does Spike not count?"

"Well, only guy pony I mean."

"That doesn't excuse missing out Spike," she persisted. "That's just offensive to dragons."

"I uh… I'm sorry, I didn't mean to-"

"Dusk, I'm only joking. Come on, lighten up a little," she assured him gently.

"Right… sorry, it's just…" He trailed off, not wanting to end up repeating himself. She was probably tired of hearing that anyway.

"I know, believe me I know, but it'll be fine."

"Yes… but… what if I'm not good enough to be her student? I mean, I was in the school, but this is a completely different level." All of his anxeteies came flooding to him in that instant. "What if I make a mistake and she doesn't think I should continue? What if I can't learn to the degree that she wants me to or I can't handle what she has planned for me? I might fail at later spells, or not even make it past the first ones! I don't think I can-!"

"Dusk!" Her sharp voice and raised tones cut him off. "Calm. Down. Do you hear me? Just take a deep breath and calm down."

Suddenly remembering other times he had helped to calm her in similar situations and feeling a greater rush of gratitude for her, Dusk closed his eyes, drew in a long breath and exhaled slowly until his frantic mind was soothed and his heart rate lowered. Once he had himself under control, he opened his eyes and looked at Twilight.

"Right… I'm calm…" He took another breath just to be sure. "I'm sorry Twilight, but… I'm just so nervous…"

"I know, I know and I understand completely, but you have nothing to worry about. Do you want to know why?"

"Why?"

She put on her best matter-of-fact tone. "Firstly, unlike when I first met Celestia, you already know Luna. The two of you are already good friends, so you don't have to worry about making a good impression. Secondly, you are certainly intelligent and talented enough that she would actually want to teach you in the first place. And thirdly, the most important reason, is I know for a fact that nopony deserves this honour more than you do and that is the honest truth."

Those words comforted and touched him more than he could comprehend. "R-r-really? You… you think so?"

She answered by allowing her lips to brush against his, only for a few seconds, but it was to make him feel like he could fly. "Does that answer your question?"

"Yes… I think so." He chuckled bashfully and smiled at her. "Thank you, Twilight."

"Don't worry about it," she said gently. "What is you always tell me?"

The words came so easily. "Have faith."

"Exactly, so have a little now, brave believer."

"Right…" He blushed from the compliment. "Thanks…

"Happy to help. Besides, it's my job to get worried and hysterical about this kind of thing," she pointed out. "We certainly don't need another of me."

"I don't know, Twi, I certainly wouldn't mind… having two of you," he said, trying his best to sound flirtatious.

"Oh really?" Despite how unsure he felt about it, his worry was lessened when she returned the tone. "And how would you decide which one of us you liked better?" she asked, gazing at him with her eyes half closed.

"I don't know… perhaps some form of test?" he replied, drawing closer to her.

"I see, and what form would this test take?" she asked, mirroring his movements.

"I think, perhaps…" Forcing himself to relax, he closed the distance and kissed her once more. It was worth it for these little moments.

They remained like this for a little longer this time before they broke apart. "Did I pass?"

"I would say so…" They gazed at each other for a long time until Ophelia's hoot made them both jump. "Right um… back to studying?"

"Yes, yes… of course." Visibly disappointed, Twilight diverted her eyes to the floor. They were still getting used to that… but it was getting better.

For a while, there was nothing but the occasional squeak from Dusk's owl and the ticking of the clock, counting down the seconds. A silence, that varied somewhere between comfortable and awkward, passed between them for a bit until Twilight laughed unexpectedly.

"What is it?" Dusk asked curiously.

"I just realised, your first lesson with Luna is coming up and it's almost Nightmare Night," she told him.

"Ah yes," Dusk said with a nod of recognition, recalling the festival of the creature their princess had become. "I've never been part of it, but I always thought it would be a fun event when I read about it back in Canterlot."

"Is that so? Well, I haven't either, but what appeals to you about it?" she asked.

"For one thing, it's associated with Luna, who I always more pitied than feared and for another… it would sort of give me the chance to pretend to be somepony else," he added pathetically.

"Oh… I see…" She looked at him pityingly. "But, you've changed since then, haven't you?"

"Oh yes, but… maybe being somepony else wouldn't be such a bad thing…" The guilt, the laughter, the screams flooded back to him in that instant.

"What do you mean?" Twilight's expression changed from one of pity to one of searching, of scrutiny almost. "Dusk, what's wrong?"

"Oh um, nothing…" He quickly suppressed the memories again and tried to look her in the eye. "It's fine, I'm fine."

"Are you sure? Dusk, what's-?"

"It's fine," he repeated, perhaps a little too quickly. "Just something that… I'd rather not talk about."

"I see…" She didn't sound convinced, but thankfully, she didn't broach the subject further. "So, who are you going as for Nightmare Night?"

"I'm not entirely sure. I have some ideas, but none of them really concrete," he admitted.

"Really? Care to share those thoughts?"

"I'll be fine, I'll figure something out." he dismissed. "What about you? Who are you going as?"

She looked at him incredulously. "What? I ask you to tell me who you're going as and you don't say a word. Now you expect me to tell you just like that?"

"Well, if you wouldn't mind… yes please."

"Well, tough, I'm keeping it a surprise," she said with a smirk.

"Can I try and guess?"

"You can, but I still won't tell you even if you do."

"Well, let me see… a gorgon?" She shook her head. "A princess?"

"Oh please, can you imagine me as a princess? I don't think so."

"Okay, okay…" He tried to think of common costumes a mare might have for the occasion. "A nurse? A vampire? A cat?"

"I notice you're only saying things a mare might dress up as," she pointed out. "How do you know I'm not going to dress up as a guy?"

She had him there for a bit. "Well… I was just… I mean I was…"

"Honestly Dusk, I thought you were a little more open minded than that." She rolled her eyes insincerely. "Sexist…"

"Well, on the subject of doubles, I don't think we need another Rainbow Dash," he quipped.

"Touché," she remarked lightly. "How about we settle for that we're just going to surprise each other on the night?"

"Agreed." His eyes drifted to the clock. "Almost time…"

"So it is…" She sighed and started to rise from the couch. "I guess I'd better get going."

"You don't have to go yet," he insisted, fear returning once more. "Please… don't go."

She picked up on this and cupped his cheek. "Dusk, you'll be fine. Just stay calm and be yourself, just like always, okay?"

"Okay… right, sorry. I'll show you out," he said reluctantly.

"Thank you and you don't have to be sorry," she added, when he opened the door for her. "Like I said, I'm happy to do it."

"Right… okay…

"Besides, you don't owe me anything," she added. "In a way, I'm making up for what I've done."

"What for?" he asked, surprised by this.

"It's just, I still feel bad about what I did to you a few days ago… you know…" He nodded, knowing what she was talking about. "I know it couldn't have been easy for you having to deal with that, so, I guess this is my way of saying sorry for… for everything."

"I told you, I already forgave you. Believe me, I know how it feels to be responsible for somepony else's… pain," he murmured.

"I know." There was understanding in the way she said that, more than he would have expected. That brief moment of complete comprehension, but it was there, he saw it… then it was gone. "Well, I'd better get back to the library. Who knows what Spike may have been up to while I was gone?"

"Yes, he probably slept for an extra three minutes," he remarked with a chuckle. "I'll see you tomorrow Twilight."

"Likewise, let me know what she teaches you and good luck!" Heading off back to town, occasionally glancing back and waving a few times, Twilight was gone.

Dusk stared off in the direction she'd headed off in for a little bit, like he was caught in a trance. I never noticed how quiet it really was, he thought to himself before returning inside and shutting the door behind him. Almost as if she had been keeping them at bay, the memories returned again, creeping slowly back into the forefront of his mind…

_"Stop it, right now! Give me back that book, Blackhole!"_

_"You dare to order me?! You attempted to defy me before, Sparkle and, as I recall, you failed!"_

_"Then I'll try and fail again! Now, give me that BOOK!"_

_"You still don't know your place? Then allow me to remind you who's in control here! You want a book, Twilight Sparkle? Allow me to oblige. ATTACK!"_

He clutched his head, doing his best to keep them down, keep the guilt from coming back, most of all, keep from hearing her screams while his darker side had set about his work. She had been so brave, he had been so cruel… he hadn't. He'd run away, tried to hide and that had only made things worse. This was why he had never sought to be a hero, a daring fighter leaping into the battle… because it was just so hard…

He lay back down on his couch, concentrating with all of his might to keep the memories from surfacing again. Apart from Princess Luna and Pinkie, he was still the only one who knew that he and Blackhole Doom were one and the same. Though he had promised to his princess that he would speak to them about that at some point, for now he was resolute to keep it to himself. He would be able to deal with this on his own, after all, he had done so for other problems. He'd found solutions when he'd been by himself when it was just him and he was coping just fine now.

But no, that was only one way of looking at it and it was barely even close to the truth. The actual truth was the same as he had held last time, the real reason that he kept quiet about the whole thing: he was scared. Just when he thought he had finally become settled and happy with his friends, here was something else that threatened to take him away from them. He didn't want to tell them, or even mention it because he didn't want them to view him as a monster, as the evil beast that had terrorized them ever so briefly, yet had left such an impact. He didn't want to lose them, not after all this…

And that was just the girls. He still heard other ponies around town talking about Blackhole in hushed, terrified tones from all of the horrible things he'd done and it made him feel physically sick. He knew that even now, they still hated and feared the pony… no, the monster that had helped bring tyranny to their home. What would they do to him if they knew? They'd run him out, cast him away like a leper and he would be alone again. He didn't want to leave, Ponyville had become his home, even more so than Canterlot.

No, it was better to keep it secret, keep it safe…

And yet… in that little moment before Twilight had left, he had seen something in her eyes, some sort of recognition or understanding for what he had been talking about. For anypony else, it would have been easy to dismiss it as Twilight just being comforting towards him, acting out of compassion because she was his marefriend. But for Dusk, he knew that it was more than that. She knew something about it, that there was some kind of connection for what he had said to her. But what did she know and if she did know, why didn't she say anything?

Because she might know that you're a monster and she doesn't want to talk to a monster about what he's done, a harsh voice said in his head. Once that sounded suspiciously like another voice that had echoed in his thoughts not too long ago…

No, that idea was too horrible to comprehend, he didn't want to think of her like that, nor did he want to discuss that yet. He had caused her enough pain and she didn't need reminding of it. In the end, Dusk decided to go with the easier answer. She had just been compassionate towards him and trying to make him feel better, as she always had done. He just needed to calm down, stop being so suspicious and just wait for Luna to get here. Then everything would be fine, like she had kept telling him and since when was Twilight ever wrong.

Somehow, those words sounded false to him, no matter how many times he repeated them in his head.

Wanting to distract his thoughts away from that, he looked over at the clock. Nine o clock, he noted. It was time to begin. Stomaching his nerves as best he could, he opened the door again and ventured out into the night to await the princess's arrival at his home. The night air was chill when he stepped outside, enough to make him shiver a little from the cold and another sure sign that the warm season was coming to an end.

"It's really quite chilly tonight," he remarked to himself, pacing around a little to keep warm.

His thoughts were interrupted by an commanding, but gentle tone behind him. "I would think that is to be expected, mine little pony. After all, winter is coming."

He whipped around to see the Princess of the Night descend majestically from the star-filled sky, almost as if she had been born from existence from it. Her constantly flowing mane was glittering with the same qualities as the sky above and she had a serious look on her face, one that matched her usual speaking tone in the slightly quieter Royal Voice.

Dusk couldn't help but smile at her words. "I didn't know you read those books, Princess."

"What books?" She raised an eyebrow in confusion. "I was not aware I had referred to any literature."

"Oh… never mind," he said, feeling a little foolish. "Just a um… a series I started reading." Now he was wasting time. She wouldn't be happy with that…

"Well, it pleases me to know thou are still keeping that up." When he looked back up, she had a much more pleasant smile on her features. "It is good to see thee again, Dusk Noir."

"As… as it is you, Your Highness…" Dusk replied, with a slight bow.

"Dusk, I have already told thee that it is permissible for thou to call me Luna," she reminded him.

He was surprised at this. "I know, Highness, but it's just… you're my teacher now and… I thought you'd prefer it if I referred to you more… respectfully…"

He heard her step closer as he bowed his head, then lift it up gently. "Dusk, just because thou art mine pupil does not mean thou art any less my friend."

"R-r-really?" This actually surprised Dusk, for he had expected her to exert her authority as both his teacher and his princess.

"Why of course," she said with utter sincerity. "While I do expect respect and dedication from thou in thy studies, I already know that thou art polite and well-mannered. Thou hast more than earned the right to call me by my name."

Feeling slightly overwhelmed that she would think of him so highly of him, Dusk broke out into a smile again, his anxiety and worry over the matter now mostly gone, if not entirely.

"I'm… touched you think so, Princess but… if it's all the same to you, I'd prefer to refer to you by title in our sessions together," he confessed. "It just feels more… proper."

If Luna was surprised by this, she didn't show it. "Very well, if that is what thou would prefer." She drew back and gestured to her side with an open wing. "Come then. Before we commence our lesson, let us 'catch up' as I believe it is termed."

Even more relieved that his worries so far were unfounded, Dusk walked with her under the gentle shine of the stars above and in the enchanting glow of the moonlight. Their talk was relatively basic, asking each other about their health and how they had been doing since they had met last time. Luna was glad to hear that he and Twilight were doing fine in their relationship and offered congratulations to the two of them, while Dusk had a slight blush to his cheeks.

All in all, they were essentially two friends catching up on old times, rather strange considering their statuses. She remarked upon his new glasses, asking if they were helping him to see better, to which she was relieved to hear he could see clearly again and commenting how well they suited him. Dusk also found himself asking about his Element of Harmony, Unity. A question that sort of tumbled out when he thought about it.

"Have no fear, it is being kept safely in Canterlot Tower, along with the others," she assured him. "Thou did not think we would simply leave it somewhere for anypony to find?"

"Of course not," Dusk replied, smirking at Luna's rarely displayed humour. "It's just that… no, it's nothing…"

"Speak thy mind Dusk, what troubles thee?" she asked

"Well, I suppose…" Out of a kind of instinct, he went to feel the stones around his neck only to realise they were no longer there. "I had that necklace for a long time, it was Twilight that made it for me and… I just miss it, really…"

"I see," she said simply. "I can somewhat understand that, but take heart, I'm sure thou will find a suitable replacement."

"Possibly. It's not a necessity but… it would be nice to have it back," he admitted.

"It would, but considering its current state, I think it not wise to wear it in public now."

"I didn't think so." Dusk smirked again. "A lot of things have changed, I know…" He looked away from her when he heard the laughter again.

"Dusk, what is wrong? What dost thou refer to?" she asked.

"Just um… my cutie mark, I suppose," he lied. "It's um… rather surreal, now it's changed… still getting used to it, um, really."

She raised an eyebrow cynically. "Understandable, but I do not think that is what thou meant."

"What um… what do you mean? It was, really…"

She remained unconvinced. "My friend, has anypony told thee thou art a terrible liar?"

"A um… a few times, yes…"

"Thou should know that it is not encouraged to attempt to deceive royalty," she said in a firm tone. "Speak the truth, I command it." When he looked back up at her, she had her answer when she looked into his eyes. "Ah… him."

"Yes. Him," Dusk agreed.

"Thou still has not told them, hast thou?"

"…No…"

She sighed and he cringed a little in shame. "Dusk, thou cannot run from thy fears forever."

"Why can't I?" The question surprised him as much as it did her.

"What did thou say to me?"

"I um… never mind…"

"Thou said thou thought thou could hide from thy fears rather than face them."

"I didn't… I mean I-"

"I know what thou meant, Dusk, but explain why thou thinks that."

"It's… it's nothing…"

"No, it is not. Explain."

"But I-"

"Explain it to me."

"Why should I-?"

"Do not attempt to defy me, Dusk!" she boomed. "We command thee to explain to us, this instant, why thou thinks it right to run from what thou fears!"

"Because it's what I've always done!" he yelled back. "I've always done it before. Running, hiding… it was so much easier than standing up. It got me through just fine before…"

This was true enough. Why face the fear of being rejected when he knew what the answer would be anyway? Why seek out friends when he knew they weren't going to do the same? Everything was set in stone, clear cut and simple. It had worked, that much he could say and it had kept him safe.

"I see…" Her voice lowered a little, but she still sounded sceptical. "And tell me, young Dusk, for the same period of time thou didst remain in thy fears' shadow, did thou ever know friendship, laughter or kindness? Wast thou ever happy?"

"Well um… I suppose I was…" No, there was no point in trying to lie to her. "No…"

"And are thou happy now, coping with this by thyself?"

"Mostly, yes, but… there are times when it… he comes back," he told her. "I do my best to keep him quiet, but… he always comes back…"

"So often dost one meet their fate on the road they take to avoid it," she mused. "Dusk, I know it is difficult, believe me I know and it can seem daunting. But thou must talk about it with thy friends at some point, otherwise… you and they will simply suffer all the more."

"I… I understand."

"Good. I will not mention this again, but I trust thou will take my words to heart." She studied him for a few more seconds, then returned to a more light tone. "Now, I believe we have spent enough time on these matters. It is time to focus on the reason we are here: your lessons with me."

"Yes, Princess," Dusk said in an equally bright voice, now eager to begin and even more so to change the subject. "So, what do we start with?"

"Before we begin with that, first thou must answer me a question: what exactly is magic?"

Thankful for the studying Twilight had given him, Dusk recalled a few facts he'd read to compose an answer. "It's something to do with our brains, I think… mostly, ponies only use a small part of their brains, with the exception of unicorns who use a larger percentage. Basic magic is an expression of thought projected into will in the form of the aura we produce and projected through the horn and this is what most unicorns can use to carry out their special talents. A unicorn with a talent in playing an violin, for example, only needs enough will to lift their bow to pull across the strings and it generally doesn't go much further than that."

"A good answer," she said proudly. "Yes, magic is primarily an expression of will from thought for, as thou says, basic magic. But what of the cases of rarer unicorns, such as Twilight Sparkle or perhaps that Trixie character?"

Dusk scowled at the memory of the egocentric mare and tried his best to answer. "Well, I would think that um… they use an even larger part of their brains to project more energy and more will to… well, get what they need done. That would probably also make them cleverer too, having more of their brain to use."

"Partially right, but not entirely. Yes, the case might be they have use of a larger part of their brains and can project more energy, true enough, but there is another influence upon their powers that is equally important: emotion."

"I um… I'm afraid I don't quite understand."

"It's simple enough. In a duel, for example, which unicorn dost thou think would be able to achieve more? One who is consumed with anger or one who is calm and collected?"

"Hm…" Dusk thought for a little about that one. "Well, the angry one would probably have more raw emotion to call on and could channel all of their energy fuelled by their rage." Dusk knew that all too well. "But the calmer would be able to think more clearly and cast spells with better effect and clarity until, perhaps, the anger of the other abates."

"Well reasoned," she noted. "The point is that emotion is as much as an important influence on magic as mind power and intelligence. A unicorn who has had years of study, but little confidence in their abilities would perhaps be vulnerable to one who is not as skilled, but has complete self-assurance they can do their best."

"I think I understand…"

"Thou thinks or thou knows?"

"No, I know, sorry." Another question surfaced in his mind. "So, where does that leave me?"

"I was coming to that," she said. "With thou, Dusk, I would think emotion is even more important to thee with thy magic than thy skill, though the latter still plays some importance too."

"Why is that?"

"Again, the answer is simple. When thou uses thy forms to track thy friends, what is it thou focuses on?"

The answer came easily. "I think about how they make me feel whenever I see them, the good memories of times I've spent with them."

"Exactly! It is because of thy emotional connection to thy friends that this is possible," she explained. "The stronger the emotional connection is to a pony for thee, the more influence it is likely to have on thy magic. That is why also, I think, thou were able to use it to defeat the Paraserpents on the hill, though I think also thy Element had a hoof in that as well."

"I see," Dusk nodded. "So my emotions are more involved with my magic than my mind?"

"It stands to reason, yes, but learning about spells and casting them is also just as important. This what I aim to teach thee in our lessons, to, in a sense, convert thy magic so it becomes more than just flying swirls of colour, though those are equally as beautiful to watch," she added. "Provided we do this right, we should be able to have thee performing some basic alteration and conjuration spells with them, among other things. It might be prudent to ask Twilight Sparkle for assistance in that, since she has more experience."

"Duly noted," Dusk nodded, excited that his magic might become more useful than before. "But are there any unique abilities we can attribute to my magic?"

"Well, we already know that thy magic is remarkably similar to my own," she reminded him. "Which brings me to another influence that magic can have, one usually associated with alicorns like myself and my sister, namely for what is above us."

Dusk looked up at the starlit sky. "What, the sky?"

"In a sense. Thy magic is more light-based than most others, which I think why they get bright the bigger they get, for it is adding more light to the mass. In any case, my magic is influenced more by the light of the stars and the moon, Celestia's from the sun. Our power is strongest at these times, which is why one watches over each stage of the day respectively. My sister told me that, when I was imprisoned in the moon, she sometimes had trouble coping with her energy reserves to run both night and day."

"I would imagine so. What about Twilight, is she affected in that way at all?" he asked.

"One would think, since she is taught by my sister, thou I would think that, like her, her power is strongest during the day, when the sun is shining, though it might have a smaller influence."

Dusk remembered her telling him when she'd cast a powerful spell to rid the town of an Ursa Minor and how it had taken a lot out of her. That had been at night, so it stood to some reason that this might be true.

"So, since you're teaching me, will my powers be more effective at night if we do this right?"

"That is what I aim to do," she told him. "With my help, thou should be able to become formless, like I can, but also perhaps have other powers of the night, most of which can be applicable to combat. Such abilities include changing thy appearance, melding into shadow, calling upon the power of the stars to aid thee, power over the dream world and some battle powers, such as shields and magical blasts."

"Do I have to learn battle abilities?" Dusk asked, his revulsion to violence surfacing.

"Yes, for this is what I have decided thou shall learn." She put on a more sympathetic look. "Dusk, I know thou hast aversions to fighting, but as you well know, sometimes it is necessary to fight. I simply hope to better equip thou for such a time, so thou can be better prepared for it. Or would thou prefer to use thy fists?"

"Not really." Though Dusk was fine with hand-to-hand fighting, it was very basic and it was only if he knew the weaknesses of his opponent. Otherwise, his lack of physical strength and stamina made his strikes weak and ineffective, plus it hurt from the force exerted from the punch or kick anyway.

"I'm sorry, but I'd much rather thou be prepared than not at all. Besides," she added with a smile, "I know thou will only use it in self-defence. I do not expect thee to start burning down villages or going on a rampage with thy powers."

"Good to know you trust me," he chuckled. "Do you… do you really think I can do this?"

"I do," she said with complete confidence. "Twilight Sparkle could and thou two are rather similar, in that the both of thee possess a natural magical talent and share an interest in studying and learning. I am sure that thou can master these skills with my guidance with the right mind and intrigue."

"Have faith," Dusk remarked. He wasn't sure how he felt about being compared to Twilight like that in the way of abilities, but if Luna had confidence in him, he would do his best. "I'm ready to learn whatever you have to teach. So, where do we start?"

"For the remainder of our session tonight, as I am sure thou will want to sleep soon, we shall simply try and test thy boundaries concerning thy magic. We shall continue this over the first few lessons, with thou also practicing in thy spare time and see where things go from there," she explained. "Clear?"

"Crystal, Princess."

"Very well then." She stood back and prompted to him. "Whenever thou art ready Dusk, let us begin!"

Calling on his magic, he produced a colour shape and enlarged it as much as he could, a sure sign that his education with the Princess had begun and he would see it through to the end.

* * *

In the Ponyville library, a lone purple figure watched from the window of her room, seeing the lights that had started to glow in the direction of her coltfriend's home. It looks like his lessons have started, she thought to herself, wondering about what might be going on over there. I hope he'll be okay…

But her fascination for Dusk's education wasn't the only reason that Twilight Sparkle was staying up later than her usual bedtime hour. In truth, she was also worried about him and, again, not just because he had been anxious about beginning his lessons with Luna, although that also factored into it a little. It was something she'd been reminded of before she'd left his house, that little moment before she left.

She'd seen it, very briefly… a flash of jade green against emerald, a shadow of darkness against the light she was used to see shining in his eyes.

This was the problem that she had. She knew about what he was, who he had once been during Discord's reign, as did Pinkie, but she hadn't really mentioned it either. Dusk didn't know that she knew and he mostly seemed to keep it to himself. Most times, he did fine and just acted as he normally did but sometimes, there were little occasions she saw it. A little flash to his other side, still lurking under the surface.

The question was should she talk to him about it? She didn't want to think that he was suffering by himself, but at the same time she wanted to spare him pain by reminding him of the horrible things that Blackhole had done, the things he now had to endure. What if it reminded him so much of it that he gave in to the despair that it would bring with it? What if he would be driven to insanity by the memories?

What if, it was so strong… he came back?

Twilight shuddered at the thought. She'd had enough of that dark-hearted stallion to last her a lifetime. She had been through so much to get him back and she wasn't about to lose him again, but the question still remained… what should she do?

"Ugh, come on Twilight, go to sleep," Spike moaned from his own bed. "Dusk'll be fine, stop worrying about it…"

She glanced back at his home for a moment, then nodded. "Yeah, he will…" Reluctantly, she crawled into bed and turned out the light. "Goodnight Spike."

"Night Twilight… time for ice cream dreams," he said drowsily and soon fell silent.

Twilight was awake for a few moments longer, her gaze still lingering out of the window. She knew the dragon meant that in a different context, but she took comfort from them. Dusk would be fine, he usually was in the end. If he needed to talk to her, he'd just come to her and talk about whatever was bothering him. That was what he would do.

Wouldn't it?

* * *

Not an easy problem to cope with is it?

Nightmare Night next and take a guess as to what you think Dusk will go as. Go on, I dare ya!


	4. Luna Eclipsed

**Luna Eclipsed**

Dusk fastened the clasp on his robe, making sure it was fixed securely in place. He didn't want it slipping off while he walked. The clasp itself was a crystal ball, with three stars on the outside. After he was sure this wasn't going to happen, he placed the hood over his head and went to look himself over in the mirror.

The robes he wore were a deep blue and covered with twinkling stars, much like the sky above at night, mixed with hints of black and swirls of violet and every other colour associated with the night. Decorating each star were symbols associated with fortune telling, each one used by the teller to interpret the future shown. Emblazoned on the back was shining white orb, a crystal ball, that looked much more like the moon, that shone brightest of all. His hood covered most of his features, the light glinting off his glasses slightly.

He nodded in satisfaction, pulling the hood a little more tightly over his head to complete the image. After a little help from Rarity, some detailed reading and a few cuts from his attempts at sewing, his costume was now complete to the level of detail that he wanted. Though there wasn't much on him, there were enough physical descriptions of his clothing, as well as some faded images, that Dusk had been able to recreate the image of his ancient ancestor, Fore Sight the Uncanny, ready for Nightmare Night.

It felt a little strange, but also quite fitting. It was like his ancestor had been brought to life again in him and Dusk was more than proud to step into his shoes. There was, of course, the very real chance that most ponies wouldn't recognise who he was, but he didn't mind too much. He was sure Twilight would like it at any rate and even then they would probably guess he was some kind of fortune teller or wizard. Either way, both guesses would be relatively true.

Realising that the time was getting close for him to be getting off into town to meet Twilight, he began to make his way to the door, stopping to glance at Ophelia.

"What do you think?" he asked his snowy owl. Her response was a shy silence. "Come on, don't be like that." That prompted a little hoot from her. "Thank you. Have a good night, my pet." Another hoot followed him out of the door, just as he closed and locked it.

Her hoot, however, wasn't the only thing that accompanied him, a slight pain developing for a moment in his skull. He rubbed until it went away, took in a deep breath of fresh air and set off towards the centre of town, hoping he wouldn't be getting too many of those.

Ever since his lessons with Luna had begun, she had really been putting him through his paces. The times she could come personally were limited, due to her duties as princess and to the fact that she mostly rested during the day to prepare for the night. When she did though, she mostly got him to see how big he could make his shapes and hold them before he had to rest or how many of them he could make until he gave out. He was then expected to do this as practice when she wasn't around, as well as do plenty of reading in order to improve his spell casting.

He was mostly fine with this, for he knew that being her student would be demanding and he was no stranger to hard work and study, though it did decrease the time he spent with his friends significantly. Twilight was the only exception, as she would usually help him in his practice sessions and test him on what he had been studying. Though Dusk was doing the best he could, he couldn't help but feel he was disappointing his teacher somehow. Whenever he gave out from a spell or stopped to rest, he would sometimes catch her frowning at him or looking like she had been expecting something else from him that he had failed to present. Her voice would become a little strained at these times and she would be a little more impatient, until she collected herself and spoke more calmly.

What exactly was it that she was expecting him to do? It was like she was waiting for something great that wasn't actually coming. Again, these moments were brief and she hid them well, but Dusk had seen them, little flashes of it when she thought he wasn't looking. It made him push himself a little harder to try and reach these supposed expectations she had, but then he would exhaust himself all the more, hence the occasional headache. As a result, she only seemed even more let down by his efforts, though she never said it.

What was it he was meant to do? What was he lacking?

He stepped aside to let some excited fillies run past in various costumes, laughing and giggling as they ran. The sight of them cheered him up a little and made his thoughts more optimistic. He often dismissed those questions and told himself that he was just worrying himself by picturing things that didn't exist. Luna was new to teaching and he had never been taught by a princess, so it was perhaps something he was missing. Sure he felt a little concerned when she said they would soon be moving on to Night Magic, but he ultimately trusted her. If she thought he could handle it, he wasn't going to argue

Now wasn't the time to be worrying about that. He would just enjoy Nightmare Night with his friends and marefriend and think about it later. Even Luna, despite the celebrations connotations, had mentioned during their sessions that she would be doing her part to make the Night even better than it ever had been now she had returned. It was, in a sense, her first Nightmare Night too and, as a princess, she would certainly do something interesting with her own celebration. Dusk hadn't found out what, she'd kept that to herself, but he trusted her judgement.

"Look at the borders on these robes," Twilight was saying as he rounded the corner to the library. "These are hoof-stitched!"

"It's a great costume, _grandpa_," Spike remarked with a chuckle, making her growl angrily at him.

His mood improving even more at the sight of her, Dusk crossed over, shrouded in the dark, so much so she mustn't have recognised him under the hood, for she stared a little warily at him when she saw him. She had been looking around for him before, obviously expecting him, but it still seemed like he'd startled her.

"Um… hello? Can I help you?" she asked unsurely.

Deciding to have a little joke with her, Dusk affected a different voice. "Perhaps I can help you. You seem to be waiting for somepony, from the looks of things."

"I am, my coltfriend," she said pointedly. "You haven't seen a stallion with duke blue fur and a brown mane with a hat and glasses anywhere, have you?"

"I believe I do know the pony you are referring to," he responded with a slight smile. "I saw him not too long ago, as a matter of fact."

"You have? Where?" she asked expectantly.

"Twilight, this guy is kinda creeping me out," Spike whispered. "Come on, let's go."

"Hold on Spike, we have to wait for Dusk first."

"We'll wait for him somewhere less dark, now come on!"

"Spike, get a grip." She turned back to him. "Sorry about him, he's just a little spooked."

"Don't worry, my dear, it's quite all right," he assured her. "I know how easily frightened he can be, even when Owlowiscious hoots unexpectedly in the night while he sleeps."

"What?!" They both said this, but Spike spoke alone next. "H-h-how do you know that?"

"I know you jumped so high your head hit the ceiling. You were wearing an ice pack for a good few hours after that too," he added.

"Who are you? How could you possibly know that?" Twilight demanded.

"I know many things, Twilight Sparkle, like what you had for dinner last Thursday. It was oat cakes and hay fries," he elaborated calmly. "Following that, you proceeded to search again for your missing Smartypants doll, before proceeding to have a peek at a romance novel that caught your eye."

"I only read the first few pages!" she screeched. "Why are you snooping into my business?!"

"I just happen to know these things. For example, I also happen to know where your coltfriend, Dusk Noir, is right now," he added, beginning to step forward.

"How could you possibly know that?" she demanded, looking a little wary as he approached.

"I don't know…" He stepped into the light, speaking normally again, "… just a feeling."

"W-w-wait… Dusk?" Spike dared to ask.

At this, he flung back his hood, bowed to them and grinned. "At your service!"

"Dusk! It is you!" Twilight's smile turned into a frown when she hit him on the leg. "That wasn't funny, I was scared for a moment there."

Rubbing his leg, he shrank back. "I… I'm sorry, Twi," he said, immediately feeling guilty. "I didn't think you'd… I mean, it's Nightmare Night and I thought that… well, I'm sorry…"

He wasn't exactly an expert when it came to jokes and pranks, if anything he preferred not to do them. He hadn't meant to scare them so much, just have a little fun, but now he just felt bad.

"Oh… I can never stay mad at you." She sighed and smiled again. "Apology accepted and I suppose nopony got hurt or anything, so no harm done. Sorry for hitting you."

"It's fine, I suppose I deserved it," he admitted. "Remind me never to scare you like that again though, because that really stings."

"Well, now you know not to mess with me."

"I do indeed," he nodded. "Although, knocking me out and then hitting me. I'm noticing a bit of a violent streak in you."

"It's not a streak," she insisted. "I'm just not afraid to resort to force when threatened."

"Neither am I, but I've never knocked you out."

"Fair enough." She planted a kiss on his leg where she'd hit him, then one on his lips. "That feel better?"

"Much, thank you," he mumbled, blushing.

"Yeah, well, I wasn't worried," Spike put in unconvincingly. "I knew it was you all along, I was just going along with it."

"I'm sure you were Spike," Dusk agreed, the three of them laughing off the incident.

They began to move off to where the main events were taking place in the town. Along the way, Dusk saw ponies dressed up as so many different things: ninjas, wizards, pirates, vampires, zombies. Some were in couple costumes, such as a stallion he recognised from when Twilight was speaking to him at the celebration, Nightfall she said he was called, with a mare he didn't recognize. They were both dressed as a knight and a princess respectively. Well, it was comforting to know he didn't have intentions for Twilight at least. He also saw Gentle Dream, who beamed at him from a costume of a star, alongside a stallion dressed up like the moon. A little odd, maybe, but rather fitting.

It was like fiction and history come to life at the same time. One might have found it a little disturbing at first, seeing what was essentially horrors and terrors only heard in stories come alive before them, but Dusk found it rather charming. It was a colourful and varied sight, rather pleasing to the eye to see so many ponies having fun and dressing up in ways they usually wouldn't. His costume too got a few admiring eyes, so it wasn't too bad.

"So, Spike," he said to his fellow assistant, who was munching on some candy, "you dressed up as… a dragon?"

He swallowed loudly and belched. "Yeah, pretty good huh?"

"Really? You're a dragon and you dressed up as… a dragon?" he repeated unsurely.

"Yeah, what's wrong with that?" he asked indignantly.

"Nothing," he said quickly. "Just that it's um… well…"

"It's what?"

"Never mind," he sighed, dropping the issue.

"Well, at least you know what I am. What are you meant to be?" he asked. "Like a fortune teller or… a wizard or something?"

"Hmm…" Twilight scanned his costume, then her face lit up with realisation. "Oh, I see, you're Fore Sight! Great costume, very accurate."

"Thanks, Rarity helped me mostly," he added modestly. "And you… you're Starswirl the Bearded, aren't you?"

"Yes! I knew you'd get it," she beamed proudly. "It's a little annoying though, so far nopony else has understood my costume."

"You did say it was from _obscure_ unicorn history," pointed out Spike.

"I know, but expect at least a few to get it," she insisted. "I mean, Star Swirl the Bearded is only the most important conjurer of the pre-classical era. He created more than two-hundred spells! He even has a shelf in the Canterlot library of magic named after him."

Dusk waited until they walked by the band playing on stage before speaking again. "I guess some ponies don't do their research as well as you and I do."

"Yeah, I guess," she agreed. "Hey, that's something! Maybe we should start up a pony group to teach ponies about history. I bet everypony would love it! Don't you, Spike?

Spike replied with a mouth full of sweets, "I'll love it."

"I don't know Twilight, I don't think I'd be much of a teacher," Dusk professed.

"Oh come on Dusk, I'm sure you'd be great! We could have fun with it."

"Maybe…"

"Hey look, we're here already!" He looked up to see himself surrounded by various Nightmare Night activities. "Should we get something to eat?" Spike answered with another burp from his mountain of candy confectionaries.

Dusk was very soon enjoying himself at the celebration. Pinkie showed up, dressed up like a chicken with a small group of children, showing off her haul of candy until Rainbow Dash scared her off with a lightning bolt from behind. As a result, Spike almost choked on the candy he had been eating. Applejack, dressed as a scarecrow and mistaking Twilight's costume for a country music singer, had offered them a round of apple bopping. Oddly enough, both hers and Pinkie's guess to his own costume were closer than to Twilight's, a fact she was a little annoyed at.

"I mean, you can at least guess I look like a wizard!" she exclaimed. "The pointy hat says it all!" Dusk had remained in an embarrassed silence at this.

Afterwards, the Mayor had prompted them all to follow Zecora, dressed like a voodoo priestess, to reiterate the legend of Nightmare Moon. Every year, out of fear of the corrupted Princess, ponies would wear costumes as a disguise, so that Nightmare Moon wouldn't descend like a bat out of Tautaurus and eat them up. They would remain this way until the night has passed and they were safe from danger.

Just as Zecora was telling them how they would also leave her candy to fill up her belly just in case she tried to eat them, Dusk wondered what Luna would think about all of this if she were here. It had been quite some time since the Princess of Night had been freed from her dark influence and she had been gone from Equestria for quite a while prior to that. What opinion would she have on the demonised version of herself? His mind also strayed to another question: what did she have planned for this Nightmare Night?

He soon got an answer to this.

"Everypony! Just dump some candy and get out of here!" Pinkie screamed, unloading her whole bag before the statue of Nightmare.

"Pinkie, it's fine," Dusk said, speaking for the first time since they'd arrived here. "There's nothing for you to-"

He stopped speaking when he noticed the wind had picked up, his cloak billowing in the breeze and blowing his hood off again. Looking to the sky, he saw dark clouds had formed, covering all but the moon as they swirled like a violent ocean in a storm, complete with flashes of lightning and booms of thunder. Out of a bright light, he saw a carriage whipping through the air, pulled by two Shadow Guards and, sat in the passenger seat, a shrouded figure in a travelling cloak.

"It's Nightmare Moon! Run!" At Pinkie's suggestion, everypony except him and Twilight sprinted for the safety of the town.

They exchanged a look with one another. "You don't think that's really…?"

"It might be," Dusk nodded. "Do you think we should get back to town?"

"Might be a good idea. Come on," she commanded, leading by example.

Hurrying quick pace beside Twilight, Dusk's mind must be reflecting the clouds above them. If he was right and this was Luna, this might present a problem. Though he knew the Shadow Guards were her personal protection and that the storm clouds were just an after effect of her powers of the night combined with her power of the weather from her Pegasus side, the rest of the town wouldn't and Luna clearly didn't seem to think much of it. They'd see it as quite terrifying and considering it was Nightmare Night...

They arrived back to see the carriage now hovering over the square, the storm clouds still billowing around it and the cloaked figure descending majestically from it. Everypony recognised a royal presence and sunk into low, albeit petrified, bows. It was like in the historical accounts he'd read on how typically the Princess of the Night would visit a village. Though he was a little worried for her, he couldn't help but gaze in awe when she threw back her hood and revealed her face to the crowd.

"It is her!" Twilight whispered, bowing too. "Do you think we should greet her?"

"Hold on, let's see what she does," Dusk murmured in reply.

He watched as she approached them, her cloak transforming into a swarm of bats and flying into the night and gave them what she thought was a pleasant smile, but it came off as more terrifying. She probably just thought her subjects as being polite, for she seemed unfazed by everypony's reaction to her.

"Citizens of Ponyville! We have graced thy tiny village with our presence, so that you might behold the real princess of the night!" she boomed in the Royal Voice. "The creature of nightmare is no longer, but instead a pony who desires thou love and admiration! Together we shall change this dreadful celebration into a bright and glorious feast!" A lightning strike flashed behind her in closing of her speech.

"Did you hear that, everypony? Nightmare Moon says she's gonna feast on us all!" With a loud scream, Pinkie and her group of children stampeded off again.

Luna was quite bewildered. "What?! No children, no! Thou no longer have reason to fear us! Screams of delight is what thy princess desires, not screams of terror!" Her hoof stamped so hard the ground cracked beneath it. "Madame Mayor, the princess of the night hath arrived."

She thrust out her hoof for the Mayor to shake, but instead she cowered in terror, as if the princess meant to strike her down. Luna, confused by her reaction, tried again on two other ponies but was met by the same reaction.

"Very well then. Be that way," she said, offended by it. "We won't even bother with the traditional royal farewell." With that, she stalked off by herself in a huff.

Twilight was among the first to rise. "I'm gonna go talk to her."

"You can't talk to her! She's Nightmare Moon!" insisted Spike, tugging on her robe.

"No, she's not. I saw the Elements of Harmony change her back to good!" she reminded him. "But it seems like she's having some trouble adjusting after being gone for a thousand years. Is this ever a problem with you two?"

"Not really, I sort of knew what expect when I first met her," he informed. "She does still talk loudly, but I'm used to it, as with her use of old pony dialect."

"Clearly, the town isn't. Let's go, we need to try and help her adapt."

Something pushed Dusk to say, "Hold on Twilight. If it's all right, I'd prefer to see if I can do this myself."

"Huh? Why is that?" She was clearly just as surprised by this as she was.

"It's not that I don't want your help, far from it. It's just that… well, she and I… we're the same in more ways than one. I used to fear rejection and solitude, long ago…" He trailed off for a minute in thought. "I want to see if I can use what I've learned to help her fit in, like you girls did with me. Plus, she's my teacher and I feel that, as her student, I should help her."

Twilight frowned for a moment, but nodded in understanding. "Okay. You go, but we'll be here if you need any help. Good luck."

"Duly noted and hopefully I won't need it." Calling upon his feelings of affection and respect for her, Dusk created a puppet of Luna and followed it as it led him off, though he had a good idea of where she might be.

His suspicions were confirmed when he found her, sat forlornly in front of the statue of Nightmare Moon in the forest. Understanding what it was she must be going through, for Dusk could still remember how he felt whenever somepony mentioned Doom, he walked quietly up to her, dispelling his magic and halting a few feet away.

He cleared his throat and she turned, her face brightening at the sight of him. "Dusk! It is good to see thee!"

"The feeling is mutual, Luna," he returned, bowing slightly.

"I thought thou had taken to addressing me by my title," she reminded him.

"Only for our lessons," he elaborated. "I've not come here as your student tonight, but your subject and your friend."

"That's not all thou hast come as." She gestured to him generally. "Fore Sight the Uncanny. An excellent costume, down to the last detail. It is as if he lives again in thee."

"Thank you, Luna," he mumbled. He decided to start off tactfully. "Well… I just came to welcome you to our town and our celebration."

"Unlike thy fellow citizens," she said bitterly. "Do not look so confused Dusk, thou saw how they reacted when they saw me."

"I um… yeah, I saw." There wasn't much point in denying it.

"I do not understand what I did wrong." Raiasing her voice, she stood up again. "I rode the traditional royal carriage, pulled by the traditional royal guards, entered the village in the traditional way, spoke with the traditional royal voice. I even wore the traditional travelling cloak! Where did I go wrong?!" Storm clouds boomed around her as she professed, making Dusk jump.

"I… I um…" Dusk's mind was a blank, but Luna's clearly wasn't.

"They have always loved my sister more than they have loved me, their reaction clearly shows it." She hung her head and sighed. "I feared this much at the Gala, now thou seesest how true it is."

Seeing her in this state made Dusk feel pity for her, enough that he found his voice again. "Luna, that isn't true. You are loved, appreciated and praised as much as Celestia is."

"And how can thou sayest that with such surety?" she asked cynically.

"I'm still here, aren't I?" Those words struck her dumb. "I may just be one pony, but one pony can change the course of history. The right one, the right idea at the right time, that's all it takes. I believe it's possible and I'm going to make sure that, by the end of tonight, it won't just be one pony."

Luna stared at him for a few minutes, surprised at his speech. Dusk was too and fell into embarrassed silence. Where had all of that come from? But his hopes were heightened when Luna smiled gently in response.

"Very well then, Dusk. If thou believes this is possible then… I shall believe it too," she said sincerely. "Now then, how dost thou propose we bring this about?"

"Hm… well, for a start," he began, "I think you need to try and fit in more with the time."

"Why should I? What is wrong with how I do things?" she demanded.

"It's just… outdated," he admitted. "I know you tried your best to fit in with tradition, but the point is nopony has seen those traditions in a long time. It just caught them off-guard and it scared them. It would be like if a legion of Ancient Pegasi troops suddenly marched through town to enforce the will of their Empire. That used to be common, but not anymore."

"I… I see thy point," she conceded. "So, how dost thou suggest I… 'fit in'?"

"I think perhaps, to begin with, the way you speak," he suggested. "The volume is just something ponies aren't used to with royalty anymore."

"But thou hast never minded my use of the Royal Voice," she reminded him.

"But I expected and knew about it. Like I said, they don't and they just feel intimidated by it," he explained. "We need to work on quietening your voice, so they don't feel scared every time you speak."

"That makes sense but… I have been locked away for a thousand years. I am... not sure I can."

"You do with me sometimes."

"Because thou art my friend Dusk. Royal tradition has different boundaries on the dealing with subjects and with friends, as well thou knows."

"Fair enough. But we still need to try and get you a better speaking voice."

"Thou could teach me," she suggested. "Thy voice is quite quiet and polite, one that others seem to favour."

"I um… I don't think I'd be much good. Hold on…" He turned away to think.

Who would be good for teaching his teacher this? His first thought was Fluttershy, but she had made it quite clear her feelings on Nightmare Night and the last thing Dusk wanted was to scare her unnecessarily. So, who else was eloquent and well-spoken enough to help educate Luna in this field…?

His mind soon hatched on an idea and he beckoned Luna to follow him. The route they had to take was back through town, where more ponies bowed in terror before Luna, shaking with fright and not even daring to look up. This made Luna even more depressed and Dusk feel even worse for her. He hoped they would be able to fix this soon… have faith Dusk, you can do this.

Their destination was still in sight and Dusk was thankful that the lights were still on the Carousel Boutique, so they wouldn't be bothering Rarity. She seemed like the perfect candidate for this. Not only was she well-spoken and polite, but she also revered royalty in any form, apart from a certain prince so she would hopefully be more than happy to help Luna out.

He explained all of this to Luna, who nodded. "And thou art sure thy friend would be willing to aid me?"

"Completely, we'll have you revered and loved in no time."

Motioning her to hang back a little, he knocked on the door.

An annoyed voice sounded from within. "Look, I have already explained that I am out of candy and I have no intention in participating in silly dress-ups and if you're going to start throwing eggs at my Boutique because of this, then you have another…" Her sentence trailed off and her tone lightened when she saw who it was. "Oh Dusk, hello! This is a nice surprise! How's the costume treating you?"

"Good evening Rarity and it's wonderful, thank you. Thanks again for your help in making it," he added.

"Oh it was no trouble at all, anything for you dear." She opened the door a little more and stepped out. "Now, to what do I owe the pleasure of this visit? I was under the impression you'd be spending all night with Twilight."

"I would be, but another matter arose, one which requires your attention." He gestured for Luna to step forward. "Rarity, allow me to reintroduce you to Princess Luna. Luna, this Rarity, mistress of all things fashion and sophistication and Element of…

"Generosity, we recall," she said, returning to the full use of her Canterlot Voice. "Charmed to meet thee!"

Rarity appeared to be quite overwhelmed. "Oh, oh my… ooh…" She suppressed her almost filly like excitement and collected herself. "It's a pleasure to meet you too, Your Highness. Won't you please come in? I'll make us some tea, if you like."

"That would be fine!" she replied, taking on her role as leader and stepping inside.

While she waited patiently by the window, Rarity pulled Dusk into the kitchen on the pretence of helping her with the princess's tea. Only then did she squeal with excitement and grin like a fool.

"Dusk, there is a princess in my Boutique, in my home, in my kitchen!" She squealed again, enough to make Dusk grimace. "Oh my… does my mane look all right? How about my fur? I just brushed it, but do you think it could do with a little more? Should I be dressed for this? If I had know she was coming, I would-"

"Rarity, you look fine, trust me. But like I said, this isn't just a social call. We've come here for your help," he told her and proceeded to explain the situation.

"I see… and you really think that I can help her on her way to being accepted?" she asked.

"I have no doubts that you will. Will you help her?"

"Dusk, you had me at the reintroduction. I'll do it. I'll have her speaking so well, it will make Celestia seem like a harsh dictator!" she assured, leading him back into the living room.

"Hopefully not that far," Dusk muttered, trailing close behind.

Once her tea was poured, Luna wasted no time getting straight to the point. "Dusk Noir has spoken to us of the eloquence of which thou speaks!"

Rarity waited a second to recover from the full force of Luna's voice. "Well, I have been told I am quite the speaker in the past."

"Then thou can teach us to do likewise?"

"I believe so."

"Shall our lessons begin?"

"Now? Well, if you insist, Highness," she agreed, placing her tea down and daintily pressing her hooves together. "Now, if you would, try to mimic how I'm speaking?"

"How is this?!" There was virtually no change in her volume.

"Yes… well…" Rarity cleared her throat and sorted out her mane before speaking again. "Do I have permission to be frank with you, Princess?"

"If thou must, we shall permit it!"

"Thank you. Now, darling," she said, adopting the tone she would use for advising on outfits, "are you trying to speak to me or deafen me? Because right now we might as well be having this conversation from opposite ends of a hoofball pitch from the levels your speaking. My ears are still ringing from it! And your syntax dear, that's another point. All of that 'thou' and 'thee' nonsense is completely last millennia. You need to replace it with more the more modern 'you' and 'I', or else I'm afraid the only subjects who will be happy to hear you speak are hard-of-hearing pensioners from the Stone Age."

After finishing, Rarity seemed to suddenly remember who she was talking to and flushed red in embarrassment. Luna too was quite shocked at how she had been addressed, as was Dusk. He expected the princess to yell even louder, chastise her for being so disrespectful to a member of royalty and it looked like she was about to.

She, however, seemed to quell the urge and spoke in a clipped voice. "Very well, if that is what it takes then we shall… adhere to what thou… what _you _have to teach us."

"Oh… well then um, excellent," Rarity said, stepping back into her role. "Now then, let's have that again, quieter this time."

It took them a few runs to perfect Luna's way of speaking, but the princess was a fast learner and soon had her voice down to softer, quieter tones, like ones she'd sometimes used with Dusk. Her dialect too also swiftly improved under Rarity's tutelage, who remained patient the whole time, as she did. He liked to think his presence helped, as she would now and again glance at him, making Dusk think she was imagining speaking to him while doing this. It made him feel good she was taking some sort of inspiration from him.

Not long after, Luna had perfected her speech, her levels of noise much quieter and her mannerisms more modern, so much so Dusk felt like he was speaking to a completely different pony.

"And how is this? Is this better?" she asked Rarity.

"Much better, absolutely perfect!" the debutante said. "I don't think there's anything more I can do here. You are ready, Princess."

"I… I am? Dusk, what is thou… your opinion?" she asked him.

"Your voice is as soft as a gentle breeze and as sweet as bird song… relatively speaking," he added shyly.

"Then… then you were right! It has worked!" She surprised both him and Rarity by hugging her short-term teacher. "Thank you, dear Rarity! My normal speaking voice shall surely win the hearts of your fellow villagers!"

"Oh… oh my… I'm being hugged… and thanked… by a princess!" This proved to be too much for Rarity and she keeled over onto the floor when she was released.

"Oh dear… did I do something wrong?" Luna asked unsurely.

"No, I think she's just fainted." Dusk chuckled nervously. "She can be like that sometimes."

"Ah. Well, no fear, I know a spell that will revive her," assured Luna, her horn glowing as she worked it.

Just as Rarity blearily opened her eyes, the door of the Boutique burst open and a familiar voice met Dusk's ears.

"Rarity! You've gotta hide us! Nightmare Moon is here and-" She squawked like a chicken when she saw the princess performing her magic. "She's enchanting Rarity so she can't run away while she GOBBLES HER UP!"

Another chorus of screams and the group stampeded off back into the night again, just as Rarity finished coming round and Luna tried to make after them.

"Nay, children, wait!" She remembered herself and spoke more softly, a little too late. "I mean... nay, children, wait." She hung her head again, realising her failure.

"What… what's just happened?" Rarity asked.

"You don't really want to know," Dusk assured her grimly.

They thanked Rarity for her time, the unicorn still quite overcome and embarrassed by her fainting and headed off back towards town to execute Dusk's next idea. Once again, villagers cowered in fear before her as she passed, a deafening silence falling upon them when she came into view and Luna was made to feel even worse. At least now though, some progress had been made.

"You see, Dusk, there is no difference." She sighed again. "They have never liked us and they never shall…"

"Luna, you need to face them at some point. They're your subjects and you're their ruler, they shouldn't be afraid of you just because of who you were. They should love you for who you are."

She must have realised the utter truth behind his words, for her lips raised into a small smile. "Thank you, Dusk. I am glad you're with me for this."

"Happy to help. Now then, where's Applejack?" He kept his eyes open for her. "I don't think there's a single pony in this town who doesn't like her in some way. She's bound to have some ideas to help you."

"If you say so," she said unsurely, another pony scampering away from her in fright.

They soon found Applejack, along with Twilight, who were by the various party games set up for Nightmare Night. Applejack had just rescued a small foal from falling into the apple bobbing barrel, while Twilight was looking around worriedly, fidgeting with her beard. Her eyes brightened when she saw them both and she hurried over.

"There you are! How's things been going? What's been happening? Where have you been?"

"Answering those in order, relatively well, teaching Luna to lower her voice and being at Rarity's to do it," he replied calmly.

"Rarity's? I'd have gone with Fluttershy, she's the quietest out of all of us."

"True, but I didn't really want to bother her concerning how she feels about tonight."

"Fair enough." She turned to the princess. "How have you been doing then Princess?"

"Well enough, Twilight Sparkle," she said levelly. "May I say that your Starswirl the Bearded costume is quite commendable, you even got the bells right."

"Yes, thank you! Somepony else who got my costume," she exclaimed proudly.

"A fitting pair, the two of you make," she noted with a smile.

"Thanks," mumbled Dusk. "Now then, Applejack?" He looked to see her cowering on the ground. "I was wondering if you might be able to help the Princess to fit in a little better in town."

She looked up with a frown. ""Fit in"? Really?"

"AJ, please," Dusk whispered. "I promised that I'd help her make friends with everypony, but I need your help on this. Think of her as… another me."

Applejack got his point, nodded and stood up again, crossing over to Luna. "Well then, if y'all wanna fit in, that's easy! All ya gotta do is have the right attitude. Loosen up a bit, be positive, play a few games, have some fun."

"Fun? What is this "fun" you speak of?" She appeared confused by the concept.

"You've never had fun Princess?" Dusk asked.

"What about our lessons together? Are they not fun?"

"Well um… this is a different kind of fun," he elaborated quickly.

He guided her to one of the games, the objective being to throw a rubber spider onto the web nearby. Once the rules were explained, she had a go of trying to land the spider. Her first throw fell short, but her second made it dead centre. Clearly enjoying herself, she asked to show her more ways to experience fun, which they were only too happy to do. Dusk caught Twilight's eye and she gave him a glowing smile that made him feel even prouder from what he was doing.

He stood back and watched her in one of the other games, a rather spectacular one that involved firing pumpkins from catapults at bull's-eye targets. A little bit strange, Dusk thought, but as long as the princess was enjoying herself, he didn't mind. All in all his plan seemed to be working, something he was also quite proud of, and it was when Applejack offered to show Luna bobbing apples that she showed definite proof of this belief.

"I ask that thou call us... me... Luna, fair Applejack. Hear me, villagers! All of you! Call me Luna!"

This only sealed the deal. Just like with him, she now saw the village as her friends and had offered them the privilege to address her by her name and speak to them with the more personal 'I' than the formal Royal 'we'. Dusk beamed proudly, bounding alongside Luna.

"Show me these bobbing apples," she requested. "Perhaps you and I, Dusk, might experience this fun together."

"I'd like that, Luna," Dusk replied happily. Nothing could ruin this now.

Then something did.

Just as they were arriving at the barrel, the same foal from before had now fallen into it whilst trying to get an apple. Quick as a flash, Luna hurried forward and lifted him out in her mouth and saving him… just as Pinkie Pie arrived.

"Hey, gals and guy. Anypony seen Pip? We lost him the last time we had to run-" Her eyes locked on Luna again and she sqwuaked. "Nightmare Moon is gobbling Pipsqueak! Everypony run!"

"Help! My backside has been gobbled!" The foal named Pipsequeak wriggled out of her mouth and hurried away.

"'Tis a lie! Thy backside is whole and ungobbled, thou ungrateful whelp!" Only after her outburst did she notice she had scared the townsfolk again. "Fair villagers, please do not back away. Let us join together in... fun!" Desperately, she picked up a spider and threw it into their midst. "Not enough fun for you? What say you to this?"

Exactly why she thought the next thing she did was a good idea, Dusk never understood. All he knew was that she cast a spell that brought the rubber spider and its fellows into terrifying life. Now the ponies really started to panic, running this way and that, knocking down anything or anypony that was foolish enough to get in their way.

Luna tried her best to calm the crowd and keep a level tone at the same time, but everypony was in too much of a panic to stop, let alone listen to her. Dusk wanted to try something as well, but the attempted light spell he called upon was cut off by another pony who knocked him over. He tried to get up, but the chaos and mass of ponies kept him down. He knew that, eventually, Luna would reach the end of her tether.

And she did, for in an echoing, deafening voice, accompanied by a flash of lightning and rumble of thunder, she commanded:

"Be still!" Nopony dared to move a muscle from this.

Dusk tried to save the situation. "Luna, please, remember about the volume-"

"No, Dusk Noir!" she boomed at him. "We must use the traditional royal Canterlot voice for what we are about to say." Her eyes glowing and storm clouds brewing around her, she lifted into the sky. "Since you choose to fear your princess rather than love her and dishonour her with this insulting celebration, we decree that Nightmare Night shall be cancelled! Forever!"

She then bolted off out of the town, leaving Dusk utterly dumbstruck and the rest of the villagers shocked. Soon though, their shock abated and the crying started. Fillies and foals weeping about the loss of their favourite holiday, adults comforting them as best they could. He glimpsed Gentle pulling off her star costume and embracing the stallion she was with, tears rolling down her face and the pony Nightfall hanging his head in disappointment.

It was his fault. That was the thought that rang through his head. He had gotten Luna's hopes up about finally having ponies who loved and revered her as much as they did her sister. He'd promised her he was going to do it. But he hadn't done it. He'd failed her and, as a result, had failed the whole town as well. Nightmare Night, one of the most loved celebrations, cancelled, all because of him and his failed efforts.

"Shoot," Applejack said. "We had everything goin' our way. Luna was happy, everypony in town was happy, now look at 'em."

Dusk didn't want to. Hadn't he failed them enough from what… he'd done? He just raised his hood and started to make his way elsewhere. Probably just home.

"Dusk, where are you going?" Twilight had noticed him leaving.

"Anywhere that's not here…"

"Aren't you going to try and talk to her? Nightmare Night's not over yet."

"Clearly, you didn't hear what she just said," he said bitterly. "What's the point? It's all over now…"

"That doesn't sound like the Dusk I know," she said firmly. "He wouldn't give up on something like this and certainly not on a friend."

"Well… maybe this time, he is." He glanced back at her, but couldn't hold her gaze. "Sorry Twilight… I tried…"

"Dusk." Her tone wasn't angry or sad, but it still made him stop. "Do you remember, back when we first met, when you thought the princess had forced us to be your friends? When everypony else was getting mad at you because of how distant you were acting with us and some of them actually close to giving up?"

He was silent for a moment. "How could I forget?"

"Do you remember also that, despite what they all thought, there was one pony who didn't give up on you? One pony who was still willing to give you a chance, even if you'd run off to be by yourself, because she knew that there was still a chance." Now her voice had a gentle, tender tone. "Who was that pony, Dusk?"

"… You…"

"Exactly. Now, Luna's in the same position you were. She thinks she's alone, without a friend in the world because she thinks everypony's abandoned her. She needs somepony to remind her that, no matter how bleak it is, no matter how bad it looks, there's still one pony who can tell her otherwise." He hadn't noticed that she'd walked close enough to put a hoof on his shoulder. "Somepony who still believes."

Now, he dared to turn and face her. "Why don't you go? I'm no good at this."

"Because I'm not the first friend she had in a thousand years, I'm not the one who convinced her to attend the Gala despite what she thought about herself. Because I'm not you. You're the one that needs to do this Dusk, not me." She stepped back and gestured in the direction she'd flown in. "Go, for her."

Dusk looked at her, then at the direction she gestured in, around at the weeping, forlorn faces and down at the ground. It was a visage of Nightmare Moon, fur black as a starless night, eyes cold and dark. Just like his…

It was this he drew strength on. Twilight was right. Who was he to abandon her, his kindred spirit in almost every way, when she needed him the most? He'd be disgracing himself as both her subject and her friend. She hadn't abandoned him when he needed her, she'd arrived to save him from the same darkness that had consumed her so long ago. It was a road they both shared now… he wasn't about to let her walk it alone.

After all, she hadn't.

"Thanks, Twilight. I… I don't know what I'd do without you."

"We both know you'd be hopeless," she giggled. "Now go. Your princess needs you."

"She does. Once more unto the breach!" he quoted, sprinting off after her.

He whipped his head around, checking around every corner and alleyway for any sign of her, determined not to stop until he'd found her. Have faith Dusk, he told himself. Twilight does, why shouldn't you? He spotted her, crossing over one of the bridges out into the dark lands beyond with her head hung.

Quickening his pace, he caught up with her. "Luna, wait!"

She didn't even look up. "Dusk… it seems that your plan went awry."

That stung a little, but Dusk let it dishearten him. "Nothing in life is perfect and even plans can fail."

"Yes, I had noticed." She lifted her head up slightly. "What are you doing here?"

"Because you need me, Luna, because we still have a chance to save this."

"Lying still does not come easily to you, does it?" she spat.

"I'm not lying, this is the complete and honest truth," he replied. "I know you don't see it like this, but it isn't as bad as you make it out to be. Nightmare Night is a wonderful celebration and everypony loves it."

"Yes. I can tell. By all the adoring shrieks of the children as they run away." She rounded on him now, her voice low and dangerous. "Tell me, Dusk, do you have any idea how this is for me? Do you have any idea at all how I feel about this? I have tried, I really have, to tolerate this… _celebration_, but I simply cannot do this any longer. Everything I see is a constant reminder of what I was… what I have done."

"Luna… you know I do, better than most," he reminded her.

"How would you feel then? What if this were a festival focused upon Blackhole Doom? Imagine it now, with his face decorated everywhere, his name being chanted by children as if it is some kind of amusing game and a constant reminder everywhere of the deeds that he did, the things he has done. Would you accept that? Tell me honestly that you would actually accept that and live with it forever." Silence hung thick in the air between them. "I thought not, from one who cannot even face up to his dark side. Fare thee well, Dusk."

She whipped around and continued across the bridge, her student staring after her, dumb struck by what she had said.

A pony who cannot face his dark side… those words echoed more in his head than anything he had heard her speak with the royal voice. Yet they didn't make him feel frightened and scared, he didn't cringe when he heard the laughter. Instead, he took a kind of savage strength from it, one that came across in his voice.

"You're right, Luna. I certainly wouldn't want a constant reminder of what I… what he has done, certainly not in the form of a festival. I already get enough of that in here. But do you know something? There's something else that I get whenever I'm reminded, whenever I hear his name or recall a memory."

"And what is that?" Her cynicism was still there, but he could catch a mild curiosity too.

"Every time I hear his laughter, I am reminded of the pain that it caused. Every time I see him torment one of my friends or destroy something I hold dear, I know what I need to do. Yes, I keep them locked away and safe and, yes I'm scared to talk about it because of what others will think of me if I do, but I still keep the memories because I have to. It's my reminder of my duty to never, ever let it happen again." He wanted to look away from her, but he held her gaze. "It's my duty, my burden to bear and I keep it that way, keep them safe with me, so that they can still laugh and be happy with themselves, even if I'm not. Because, if I can't let them be happy… I'm no better than he is…"

"Dusk… I… I had no idea…"

"Well, now you do. I may not want to face up to what I've done, but you have and you have the chance to make something better of it… a chance I can't have… and I don't think I deserve…"

Now he looked away, the tears welling up in his eyes. In truth, he had only now started seeing his memories like this, because he was sure that was how the Princess viewed her own similar recollections from her time as Nightmare Moon. She had gone to such lengths to achieve redemption and forgiveness and though they still feared her, she had a chance to be happy now she was back.

That was what he was trying to say to her and, ultimately, she got the message.

"Dusk." She had walked closer to him. "I am not saying that I'm proud for what I've done as Nightmare Moon, but… you are right."

"So… so you'll…?"

"Yes, I will. I'm willing to give this another chance… for you." She lifted his head up gently and wiped away his tears. "Come then, let's see if we can't make something better of this."

"Right… thanks Luna…"

"No Dusk, you are the one who deserves my thanks. Just remember one other thing," she added. "When you eventually do… confess, your time will come too when you can make something better of it, as mine has. I promise."

"I'll keep that in mind." Quelling his memories once more, he returned to the matter at hoof. "Now, we almost had them liking you before, you were really fitting in."

"Yes… until that mare started that commotion," she said bitterly.

"Hm… hold on, that's it!" he realised. "Pinkie! Luna, I think I know what we can do."

It didn't take him long to find her. He told Luna to wait in a darker alley while he searched for Pinkie, found her pecking at more of her candy like the bird she was dressed as and simply asked her to follow him, to which she cheerfully obliged. He had considered luring her, but what would be the point when he could simply ask.

"So, whaddaya want me for Dusky?" she asked once they were alone.

"Pinkie, there's something you need to help me fix, but before I can show you, can you promise me not to run or scream or shriek or anything of the sort?"

"Dusk, why would I need to-"

"Pinkie, please just promise me. Please?"

"Okie-dokie-lokie, I promise," she said, motioning her eponymous promise. "So, what is it?"

"You can come out now," he said to his teacher, who stepped out of the shadows. "Pinkie, this is Luna. Not Nightmare Moon, just Luna. Princess, this is Pinkie Pie, Element of Laughter."

"Ah. The ringleader of the frightened children," she noted. Then, more hopefully, "Have you… come to make peace?"

She held out a glittering hoof for Pinkie to shake. The pink pony saw it, when at first she had made like she was going to shriek again and slowly moved her own hoof to meet hers. Dusk felt a smile growing as they got closer and closer. This was it…

Until he noticed a cloud sneaking up behind her and a certain cyan Pegasus atop it. He knew what she intended to do, what might happen and he wasn't about to let her ruin it.

"Oh no you don't!" He created colour forms as a swarm of bats and sent them at her.

"What?! Get 'em off, get 'em off!" she cried, shooting off to get away from them.

"Sorry!" he called after her, turning around to face them again.

To his relief, their hooves had made contact and Pinkie didn't seem to be panicking, though she and Luna looked a little confused.

"What was that?" the princess asked him.

"It's nothing… just something I had to do." He nodded to Pinkie and Luna's hooves. "See Pinkie? She doesn't want to eat you, she's just like you and me."

Pinkie stared at him in bewilderment. "Well duh."

"Uh, pardon me?" asked Luna.

"Come again?" added Dusk. Both of them were quite surprised at this.

"I knew that. Come on guys, I'm almost as big as she is," she pointed out. "How's she gonna eat me?"

"So… why do you keep running away?" Dusk asked.

"Sometimes it's just really fun to be scared," she replied.

"Fun? Being scared is… fun?" Luna looked even more bewildered. "I do not understand this."

"I do and it's just given me one other idea we can use to help fix this," Dusk declared. "We'll need a little extra help, but if it works, we'll be in the clear."

* * *

It only took a little convincing of Zecora, Applejack and Twilight to go along with his plan. He was quite assured when Twilight told him that she would have the exact same idea herself, so it gave him some comfort that it might actually. All it took was to get Pinkie's group of frightened fillies and foals to come along to the statue of Nightmare Moon for one final candy offering.

The problem was they'd been taking the whole being scared problem far too seriously. Really, there was no problem and Nightmare Night was the time for being scared. Not with any malicious intent, but just for fun. Rainbow had proven that much, as had Dusk and the pranks had just been laughed off later on. There was no harm done and it was all in good fun.

Now it was just to see if the same would work for Luna…

Dusk stood back as they approached, laying the candy in a little pile at the front of the image of the evil princess. It was only when Pipsqueak gave his last offering of candy to the statue, murmuring one final goodbye, that Luna took her cue. The wind began to pick up around the statue, making Dusk's cloak billow and Luna's Royal Voice echoed in their ears.

"Citizens of Ponyville! You were wise to bring these candies to me. I am pleased with your offering. So pleased that I may just eat it... instead of eating you!" She removed the enchantment that made her look like stone, making it seem as if the statue itself had come to life before their eyes.

It had the desired effect and the whole group, except for Dusk and Twilight, sprinted off once more. The only two who didn't lingered by the plinth, whilst Luna returned to her normal self and spat out the fake fangs she'd been wearing.

"Are you certain that… this has worked Dusk?" she asked.

"It should have. If I am right, that did exactly what we wanted it to do."

"But I still don't understand. What exactly-?"

"Um... Princess Luna." She looked down to see Pipsqueak tugging on her mane. "I know there's not gonna be any more Nightmare Night, but do you suppose maybe you could come back next year and scare us again anyway?"

"Child. Art thou saying that thou... likest me to scare you?" she asked.

"It's really fun! Scary, but fun."

"It... 'tis?"

"Yeah! Nightmare Night is my favourite night of the year," he told her.

That won her over entirely. "Well then. We shall have to bring Nightmare Night back!" she declared in the royal voice.

"Whoa! You're my favourite princess ever!" Pip hugged her feet and ran back to his friends. "She said yes, guys!"

"See?" Twilight put in, as they cheered. "They really do like you, princess. Just like Dusk said they would."

Dusk could see the tears glistening in her eyes. "Can it be true? Oh, most wonderful of...!" She caught herself and spoke quieter. "I mean... Oh, most wonderful of nights."

"Well done Dusk, it worked!" she exclaimed.

"Yeah well… I couldn't have done it without you guys," he mumbled.

"But we couldn't have pulled it off without you."

"I'm… I'm sure you would have had the same idea…"

"Perhaps," Twilight said. "But, either way, it's all thanks to you."

"Indeed it is," Luna agreed and, beaming away, she embraced him. "Thank you for this, my student."

Though he was flushed with embarrassment from the praise, he was overcome with happiness, both from his teacher's hug and from Twilight's warm smile and, later on, the kiss she gave him for his efforts.

"I was happy to do it," he replied. "Think of it as… returning the favour."

* * *

There we go, but we're not done with Nightmare Night yet! Join us next time for a legend from Equestria's past, one that might have more impact that it seems.


	5. The Tragic Tale of Fallen Soul

**The Tragic Tale of Fallen Soul**

_Meticulous planning,  
Tenacity spanning,  
A thousand year exile  
Is simply why I'll_

_Be Princess eternal  
My empire nocturnal  
And seen for the wonder I am_

_There's no waking from this Nightmare  
Be prepared!  
Yes there's no waking from this Nightmare!  
Be prepared!_

The ponies gathered in the square all applauded as Princess Luna finished her rendition of this particular song in the form of her darker side. She transformed back into the princess they all knew and were growing to love and took a bow from her performance, Dusk included in the enthusiastic applause that followed.

With the trick or treating concluded and the games coming to a halt, this was the time of Nightmare Night when everypony would gather in the centre of the town and share things related with the celebration, almost like telling stories around a campfire and with pretty much the same concept. The fire in question, however, was bright green, and the ponies gathered were all dressed up as monsters and the long dead.

Like a campfire gathering, those assembled would take the opportunity to tell scary stories or sing creepy tunes that would both send shivers down the spine and appreciate the fun of being scared on this night. Rainbow Dash had told a few of her own ghost stories, a few which had the younger ones shivering with fright and ponies had sung renditions of songs such as _In The Dark of the Night_ and _Land of the Dead. _Luna had now just finished her contribution and looked quite proud of herself, as she bowed humbly.

"Thank you everypony, thank you," she said once silence had fallen.

"Yes, well done again Your Highness, a wonderful performance," the Mayor complimented. "Now, who's going to be next?"

"Ooh, I wanna go, I've got another story!" Rainbow called.

"Rainbow, y'all have been three times already," Applejack reminded her. "Let somepony else have a turn."

"Fine then," she grumbled. "It was a good one though…"

"Dusk," Twilight whispered, "you should go next."

"What?! Me?!" Dusk asked, shocked.

"No, she means the other guy sitting with us who also just so happens to have the same name as you," Spike said sarcastically. "Of course she means you. You'd be great this."

"I um… I don't know…"

"Come on Dusk. Not only do you have a varied and detailed knowledge of Equestria history, but you also have your magic. Imagine how well you could tell a story with those puppets, everypony would love it!" she encouraged.

"You… you think so?" he asked.

"Well, they did at the Magic Contest, didn't they?" she reminded him.

"But Twilight, I-"

"I'm not forcing you to do something you don't want to," she said quickly. "I just think it would be good for you, that's all."

Dusk thought about this for a moment. He had already felt like he was going to die with fright at the Magic Contest when he'd first gone on stage to perform at Canterlot and he'd barely kept control of himself when he'd actually got on the stage. Since then, it had pretty much been his solemn vow that, even though he had achieved something, to never ever do anything like that again.

And yet this wasn't quite the same thing as that. He wasn't in front of a crowd of hundreds, if not thousands of strangers that were watching his every move, but in front of Ponyville, in front of his friends and the princess. There wasn't any kind of judging going on, it was just a little bit of fun they were all having. Even some of the children had come up just to show off their costumes or act out little plays.

It was this thought and Twilight's encouragement that made Dusk stand up tentatively and step out into the middle, clearing his throat to get attention.

"I'll um… I'll go next, if uh, nopony else minds," he said nervously.

"Well, do they?" the Mayor asked. Nopony else spoke. In fact, they all seemed a little excited at the prospect of him going. Perhaps they knew what he could do. "Well Mr. Noir, the floor is yours."

"You can do it Dusk!" He looked back to see Twilight beaming at him proudly. He took a little more confidence from that, as he stepped out into the middle.

Trying to ignore the fact that all eyes were focused on him, Dusk thought of all the legends and myths he had come across during his time reading. There were a few Ancient Pegasi myths, such as the Twelve Labours of Hoofacles or the slaying of the Gorgon Medusa by Pegaserses, but somehow for Nightmare Night, he didn't think that would cut it. He needed a tale that would be guaranteed to chill, not just have a straight up hero and villain.

Perhaps a tale of a fallen hero, one that could be tragic as well as scary and one that they would perhaps understand or relate to. It didn't take him long to think up the perfect one.

He started off the story by weaving a colour puppet out of the air, in the form of a white pony dressed in golden armour, standing tall and proud.

"This is a sight that… most of you are probably familiar with," he started off, trying to suppress the butterflies performing callisthenics in his stomach. "The Royal Guards of Canterlot. An elite force, to um say… the very least. Brave, strong, fierce in battle and loyal to our… fair rulers." He nodded to Luna, who watched attentively, while he made his puppet act out his words. "For as long as Celestia and Luna have ruled, they have been present, protecting our homes and our princesses from all who would do them harm. We owe them… a lot, that much is certain.

"But have you ever wondered how, exactly, they began? Who was it that began this legacy of protectors to the realm? This is where our… my tale begins, both heroic… and tragic." Looking around, he saw that everypony did seem quite intrigued by this. Spurred on, he tried to speak more confidently and carried on. "It began a very long time ago, when Equestria and the ponies that lived in it, suffered through a much darker time…"

He let the image dissolve and got a few gasps when a Paraserpent replaced the image of the guard, its mouth open in a hiss. It and a few others began to chase groups of ponies, who sprinted away, clambering over each other to try and escape.

"This was an age of chaos, which most of you may recall of a month ago. Nothing made sense, nopony had trust or friendship and everything was dangerous. Paraserpents slithered down every street, preying on those foolish enough to wander out alone, everypony cowering in fear, with the hopes that they wouldn't be the next to fall. All the while, their master, the draconequus Discord, presided over all he surveyed, laughing and revelling in the suffering he, and his vile minions, caused."

The puppets were now portraying this and Dusk could clearly remember Discord's laughter in his head whilst he made the form portraying him chortle on his throne, the sound mingling with another, far too familiar kind…

"It seemed, in this dark time, nopony would be safe from Discord's clutches." A Paraserpent was bending over a filly, silently screaming as it neared. "But there were some who resisted…" The snake's advance was suddenly halted by Pegasus mare, who struck the creature in the face and sent it reeling. "A small group of brave stallions and mares, who were able to remain unaffected by the fear and doubt Discord, fought against him in whatever way they could." The mare knelt down, allowing the filly to jump onto her back and fly away.

"Together, they fought to protect the innocent and the helpless, no matter what Discord threw at them. They would never back down, never give in, never surrender." The next scene he portrayed was of a more fierce battle between the Paraserpents and the resistance. "And among them, the bravest and strongest of them all, was their leader, a noble and proud Pegasus pony, known only as…" Said Pegasus, a muscled, silver-furred stallion with a long mane of gold, knocked aside his foes like they were nothing. He stood tall and proud on the battlefield and led his fellows in the charge.

"Brave Heart!" He enlarged the stallion, trying his best to add further detail. "It was said that his eyes, as blue as raging river, were sharp enough to see from Ponyville all the way to Appleloosa, that his strength was as great as a fully-grown dragon's and his resolve was as immovable as the sturdiest mountain. A true hero of his age, valiantly leading his comrades in arms to fight against Discord's power in an attempt to restore harmony to their homes, no matter what the cost."

The number of Paraserpents increased, Heart and his companions being steadily overwhelmed. "But even then, they were small and the enemies they fought seemed to swarm without end. But, side-by-side, they fought on, to die for their cause if they had to and they probably would have… had it not been for the timely intervention of fate's hoof." In a bright flash, all of the Paraserpents were gone and replaced by two shining beings. The group stared in awe at them, none more so than Heart. "For it was on this day that a new hope arrived to fight for their cause and, for once, it looked like they might have a chance to win."

"Seeing this chance, Brave Heart offered them his blade and those of his warriors, to protect them as they had with ponies before. They accepted and so, history ran its glorious course." Now, two separate battles took place: one between the princesses and the lord of chaos and the other with their brave fighters and vile minions. "The outcome was decided long before it had begun; Discord was turned into stone, his minions were wiped out and the fighters of harmony were victorious at long last.

"Now, Brave Heart and his fighters needed new purpose. For now the battle was won, what were they supposed to do? They had known battle their whole lives, how could they be expected to simply give that up? That was when one of the sages made them an offer." Celestia made a motion of knighting Heart with her horn. "In return for their stalwart service and unbreakable courage, the new rulers offered them the chance to be their guards, protecting both them and their realm from whatever force would threaten their security and peace. In addition, they also made their heroic leader their official captain, the first of many to have that title.

"But throughout it all, Brave Heart had been ignorant of one thing: he had fought with the powerful beings, yet he had never learned their names. They gave them: the youngest was Luna, the eldest was Celestia and Heart knew that, from the latter of those wonderful names, he would never forget hers and he would do anything for them… especially her."

"Yeah, yeah interesting and whatever, but where's the scary stuff?" Rainbow complained. "Come on, this is Nightmare Night, not a history lecture."

Dusk was snapped out of his bubble from her complaint. "Well um… I uh, haven't finished yet…"

"Good, then get to the good stuff already, this isn't gonna last forever," she added impatiently.

"Perhaps, Rainbow Dash, if you would remain silent and allow him to tell the story, you will get what you so desire," shot down Luna.

Rainbow seemed to be caught between a sarcastic response and the respect she was meant to have for the princess. Fortunately, both Luna's authority and the prank she had played on her previously kept the daredevil Pegasus quiet and she withdrew in a silent huff, though warily watching the princess.

Dusk offered his teacher a grateful look, who nodded in response, along with a gentle smile.

"Please, go on my student. I believe the rest of us are finding your tale quite riveting," she encouraged.

"Yeah, I am," piped up Pipsqueak. "So, what happened to Brave Heart? Did he fight some big monster or go on a big quest?"

"Did he live happily ever after with the princesses?" asked a filly dressed as a princess hopefully.

"If only that were true." The sombre note he had in his voice seem to make everypony lean forward in anticipation. "For a time, he was quite content with the life that he had serving under the princesses. He was a hero to all, loved by fillies and foals, adored by mares and envied by stallions. He had the respect and loyalty of those who served under him and he had made his name in the pages of history. He had everything he could possibly want… and perhaps that was the problem, that led to it all changing."

The images changed, showing Brave Heart being adored by all who saw him. Then, as Dusk went into the next part of the story, he subtly lowered the brightness of the puppet he was using, while it acted out the events he narrated.

"You see, as I said before, he was a proud stallion. He knew how strong he was, how great his deeds were and he wasn't afraid to profess them. Though he had honour, he also saw no point in leaving any victory uncelebrated and he had never known defeat. He also liked to have a goal, something to set his sights on and to achieve. Before, he had a goal, but now the fighting was over. Having everything he ever wanted, he needed a new purpose to fulfil, some sort of new challenge for him to take up. Though, perhaps, not one of combat, but something a little more personal…

"Peace, in truth, had made his warrior spirit restless and his mind erratic, desperate for something, anything to prove that wouldn't upset the balance. His reasoning was that if he could have prowess on the field of battle, he could woo a mare to be his. But what could possibly satisfy that kind of desire? Surely, he could have the heart of any mare that he wished, but that would prove no challenge for one of his stature. He needed one who would match him in every way, who was just as great as he was and would truly be worthy of him. It was this, combined with her unrivalled beauty, her compassion and kindness towards him and his devotion to her that lead him down this dangerous path.

"For he had fallen in love with Princess Celestia."

Dusk was silent for a moment to let that sink in. Everypony seemed to be rapt with attention now, leaning in closer. Even Rainbow, perhaps finding this a little relatable, was taking a bigger interest in his tale.

"So, knowing that the Princess must feel something as strong as he did for her, after all, how could she not, he went to her to win her heart. This would surely be his greatest triumph, to have the hoof of the Princess of the Sun, to let all know that she was his and his alone. Perhaps he would even become a prince, an even greater achievement." He depicted him boldly striding up to Celestia. "Bristling with self-confidence, brimming with hubris, he told her what his heart desired without a moment's hesitation, without even considering the possibility of failure."

"And… did it work?" the princess filly asked again. "Did they get married and live happily ever after?"

The innocence of childhood, he mused mentally. "If only, little one," he replied. "For, though she cared for him deeply, as she did all of her subjects, she couldn't return his feelings for, despite what he thought, she simply didn't feel the same way he did. She loved him as her friend, her subject and her protector, but not in the way that he envisioned.

"Though she conveyed this in the gentlest, kindest way possible and, though he did apparently accept this, little did she know that something changed inside him from that moment. For, because of her, for the first time in his life, he had failed. Now, his pride, his resolve and his heart were shattered when she'd uttered those words. Stricken by grief, burdened by this crushing blow, he wandered alone into the gardens, raging and cursing both himself and her. It was strong enough that he shattered stone, so loud it could be heard up in Cloudsdale, echoing on the wind. The lament of his broken heart, among those cold, lifeless statues…

"… that was when he heard his voice, whispering to him in the darkness." Dusk formed the grey form of Discord encased in stone. "Sensing his despair and his troubled mind, it was said that Discord, his enemy of old, spoke to him from his stone prison. Were he in his right mind, Brave Heart would have left then and there, shut out his ears to his snake-tongued devilry. But he wasn't in his right mind and so he listened to him, entranced by what he heard.

"Using his foul words and his malevolent mind, Discord was able to gradually twist Brave Heart against his princess, whom he had once served so dearly. He painted a portrait in his head that she was the villain in all of this, that she had allowed his feelings to build to a point where she could dash them, just to prove that he wasn't as great as he thought himself to be. He praised him, appealing to his pride, whispering that he was indeed the greatest and that Celestia was cruel for having done this to him, how she was using a mask of virtue and kindness to gain the love of her subjects to keep them in line which, he told him, was even worse than any reign of tyranny.

"Now, at first, Brave was untrusting of him, but only slightly. For, if Celestia was truly as kind as he believed, why did she allow her sister's beautiful night to be shunned and her bitterness grow? If she were truly loving of all her subjects, why did she not return the feelings he so strongly felt? If her reign was so great, then why did he only feel truly content under Discord's, when he had true purpose and a goal to fight for? If he helped to set him free, Discord tempted, he would always have purpose as his servant, always have a goal to achieve and he would make Celestia sorry for crushing his heart like this.

"Tempted by all that Discord offered him, clouded by his vanity and anger, Brave Heart agreed and the two began to scheme. They both knew of the embittered Princess Luna, for Discord had already begun with her, and that they could convert her to their cause with some effort. This would also leave Celestia more vulnerable without her sibling and give them clear route to the true source of power. So, working with her, Heart began to push her temptations and bitterness further, using what his new master taught him. Pushed on by the Captain, Luna did give in to her corruption and became the mare of darkness we know her for on this very night.

"But Celestia wasn't afraid to act for the safety of the realm, even if it was her own sister that threatened it. She used the Elements to imprison her sister for a thousand years in the moon she had once raised, removing Heart's aid against her. But that didn't stop him and, in his anger, here solved to take the Elements by force.

"Now," he went on, portraying a grand castle in a lush green forest, "some of you may know of the Castle of the Royal Pony Sisters, where Luna and Celestia used to reside, deep in the Everfree Forest. Celestia abandoned it not long after the imprisonment of her sister. You could easily say she did this because of the emotional hardship she had with the place, that it wasn't the same without her sister by her side. That's true enough, but there is another, far more sinister reason. For many years ago, something terrible happened, while Celestia had left on royal duties…"

He stopped speaking and simply showed them, a few more gasps elicited from the crowd from what they saw. The castle had started to burn, a raging inferno consuming it from its very foundations, enveloping it in an orange bloom. Ponies ran in terror from the blaze, scrambling and clambering over one another to try and get away, other guards tried their best to evacuate everypony and fight the fire, some of them running back inside the castle through the mighty oak doors.

"And, at the centre of this chaos… him."

The scene changed to the interior of the castle. Several guards, some with lances, some with swords, unicorns using magic, were engaging another figure in dark grey armour. Their opponent moved with lightning speed, the flames dancing around him, sword whizzing through the air as he cut down any guard brave or foolish enough to stand in his way. Soon, there were none left, nothing but the figure… and the flames.

Then, his face was shown. He looked slowly up from the scene, his eyes burning as much as the inferno that raged around him. His fur, no longer silver, was now the same grey hue as the armour he wore. His mane, once golden as the sun, was now a deep purple, flowing around him like some twisted robe of royalty, but the glow of the fire made it look like a river of blood. But his eyes now… now they too were grey, burning with anger, but also dead, lifeless… meaningless.

"On that day, the stallion Brave Heart was no more and he became… Fallen Soul…" Fallen turned his back on them as he said this and placed down a faceless visor over his features, disappearing into the tongues of flames that consumed his former home… and former friends.

"He tried to take the Elements of Harmony and try and use them to free Discord, letting the fires burn around him while he strode through the castle, letting those who would flee and letting those who would fight fall before his blade. It looked like nothing would stop him… until she returned." The flames were suddenly extinguished by a brighter light that streamed forth from a white figure, Soul whirling around to face her. "Celestia had come and he was ready to face her. He would stride forth on the field and make her pay for what she had done to him. He raised his blade, opened his wings and charged…"

"But then, he saw her face and was caught dead, like an animal in a trap." He showed Celestia's demeanour, one of shock and sadness and Fallen suddenly stop, his blade mid-swing. "It was said that he looked upon the face of her that day and realised the horror of what he had done, the madness that had consumed him and driven him to do this. Others say that it was enough for him, satisfying to see the same look of pain on her features as he once had when she had broken his heart.

"Nopony knows for sure. All that is known for sure is that Celestia and Fallen didn't meet in battle on that day and that he dropped his sword, removed his helm and surrendered to her without a fight. He let himself be taken off by the guards that he had once counted as his friends, stripped of the title Celestia had bestowed on him and sentenced to eternal imprisonment in the darkest, deepest pits of Tartaurus for what he had done."

He showed Fallen again, locked away in a dark cavern, knelt down in the darkness so that he was barely visible.

"There are whispers though that he is still there, even today in that dark pit, serving the long, long time for his horrific act. That Discord had changed something about him to give him another edge over his enemy and that he had vowed that, one day, he would return to Equestria. To see his master freed, to enact the chaos he would serve, forever lost in the darkness of his sins never to see the light of redemption. On the day he would return, he would see his master freed and the world that would never accept him… would burn."

He enclosed his story showing him again amidst the flames, eyes glowing in the fading dark at the conclusion of his story. Dusk too was returned to reality, looking around at the shocked, horrified faces of his audience. A few of the children were shaking, as well as some of the adults, the Mayor's clown wig shaking as much as the rest of her did.

Finally, Pipsqueak broke the silence. "Wow… that was really scary!"

Several of the children cheered and the adults also began to follow with applause, making Dusk flush from the attention but also feel quite relieved that they didn't think his story was silly.

"Yes um, er, quite chilling," the Mayor agreed, doing her best to control her fear. "A um, very well told story Du- AGH!" She screamed as one of her aides came up behind her and startled her unintentionally.

"Is it over yet?" Pinkie popped her head of the candy she had buried it in, clucking nervously with her knees wobbling comically.

"Okay… I take it back, I mean just… whoa…" Rainbow added, staring at Dusk with a kind of awe.

"I want my blankie," Spike whimpered, shaking in his scales.

Dusk was rather surprised at the effect that his story had. He didn't expect it to be that scary, but he was clearly wrong. Though she was scared, the smile Twilight gave him was enough to make him feel proud for doing it.

Then he saw Princess Luna.

She didn't appear scared or unsettled in anyway, but she was gazing at him for a bit in a way that made him feel a little uncomfortable, almost like a parent who had discovered them hoofpainting on the wallpaper in the living room. She smiled a little when she saw him looking at her and beckoned him aside, though he still felt a little nervous as she did.

"That really was a great story!" said Pipsqueak again while he was leaving. "Your magic is cool to watch."

"I'm glad you thought so, thank you," Dusk said to the Trottingham foal.

"It was really scary but I liked it. It's just a story, right?"

Dusk was about to reply that some of the story's elements were based in actual historical fact, even though it was primarily a lesson to children not to become too overconfident and proud of their deeds, but he caught Luna's eye again. The look she had made him change his answer to a more innocent one.

"Yes, it's just a story," he reassured him. "Now, you run along, I need to talk to the Princess."

"Okay, tell her I said hi!" The foal scampered off to join his friends, while Dusk caught up to Luna, who stood in the shadows of a clearing of trees.

"To be young again," she mused, looking out after him.

"You don't need to worry about that Luna," he said politely.

She cocked an eyebrow at him. "Dusk, I am well over a thousand years old, in case you didn't notice."

"I was always taught to um… to never ask a mare about her age," he replied. "Besides um… you look good on it…"

She appeared surprised at the compliment, but she giggled a little and kept her smile. "Thank you Dusk, that's kind of you to say so."

"No problem…" he mumbled, clearing his throat. "Now um… you wanted to see me?"

"Well, for a start, I wanted to compliment you on your efforts. An entertaining retelling, my student," she said. "I found it most riveting, to say the least. A testament to your performance at the Magic Contest."

"Um… thanks," he replied unsurely.

"What is the matter?" she asked, picking up on his nervousness. "Have I offended thee… you?"

"Not at all," he quickly said. "It's just… I got the feeling you wanted to say something more…"

"Nothing escapes your notice, does it?" She placed a hoof on his shoulder. "Fear not, you're not in trouble, but, though it is primarily a legend for children, you know of the historical connotations behind the story?"

"Of course, all stories have a basis in fact," Dusk nodded. "Why?"

"Just a word to the wise, do not mention that story around my sister," she warned. "For obvious reasons."

"Of um… of course," he agreed. "But still, even if it is true, he's imprisoned forever. He can't exactly break out of where he is, can he?"

Luna was silent for a minute, but replied with a rather false smile. "Yes, just a story." She quickly moved back to the circle. "Now come, I believe there is one more thing the town wishes to do."

Dusk had a feeling that she might be keeping something from him, but reminded himself that she and her sister had born witness to these painful events and she was probably just feeling a little lashback from that. He certainly didn't blame her and didn't plan to question it.

So, he followed her back the centre, where the Mayor had called everypony's attention.

"Now, I believe we should have one more song to close this spooky celebration," she said, affecting a spooky voice that just made Dusk snigger a little, "and I know the perfect one. Take it away!"

The band began to play a haunting melody, one that Dusk instantly recognised, as did many of the townspeople, for they soon began to take up the song when it kicked in.

_Colts and fillies of every age  
Wouldn't you like to see something strange?  
Come with us, behold the sight  
Of our town of Nightmare Night_

_This is Nightmare Night  
This is Nightmare Night  
Stars start blinking in the winking light  
This is Nightmare Night  
Feel the fear, great or slight  
Trick or treat,  
Till the neighbours up and die of fright_

_It's our town, in the moon's bright light  
In our town of Nightmare Night._

_I am the one in Everfree  
The last thing you will ever see  
I am the one lurking in the swamp  
Great big teeth ready to chomp!_

_This is Nightmare Night  
This is Nightmare Night  
Nightmare Night  
Nightmare Night  
Nightmare Night_

_In this town, we call home  
Everypony hail to the Nightmare song  
In this town  
Don't we love it now?  
Everypony's waiting for the next surprise!_

_In the shadow, creeping in the alcove  
Something's waiting to close in a bite!  
This is Nightmare Night  
Very scary?  
Oh yes, quite_

_Aren't you scared?  
Well that's just fine  
Say it once, say it twice  
Run away like frightened mice  
Bathe in the pale lunar light_

_Crawl and bite  
Like a parasprite  
In our town of Nightmare Night_

For the next part, Pinkie, Applejack, Twilight and Dusk respectively took up the different parts of the tune.

_I am the one who goes cluck, cluck, cluck  
Ready to eat your candy up!  
I am the crow of scariness  
I am the one you can't even guess  
I am the one in the cloak and shroud  
Floating down on a darkened cloud_

_This is Nightmare Night  
This is Nightmare Night  
Nightmare Night  
Nightmare Night  
Nightmare Night_

_By our rules you must abide  
Don't even try to run or hide  
Rest assured, though try you might  
None are safe on Nightmare Night_

_In this town  
Don't we love it now?  
Everypony's waiting for the next surprise!  
Nightmare Moon will be joining us soon  
Feel the fear burning in you so bright_

To close up for the finale, Luna became formless smoke and began to dance around the crowd, now again reforming as Nightmare Moon and scaring a few ponies before flying off again, even adding an evil cackle to it.

_This is Nightmare Night  
What a fright!  
Won't you please make way for royalty  
Nightmare Moon now takes up our tune  
Everypony hail to the nightmare queen now!_

_This is Nightmare Night  
This is Nightmare Night  
Nightmare Night  
Nightmare Night  
Nightmare Night  
In this town, we call home  
Everypony hail to the Nightmare song!_

Luna finished on the stage and bowed once more, just as the music closed. With a round of applause from the end of the song, Dusk grinned, safe in the knowledge that this had been on great Nightmare Night.

* * *

Sorry, I couldn't do a chapter like this without including that song, I love it!

I love a good bit of exposition, don't you? Sorry that this chapter wasn't as long as the others I've posted so far, but a man can only do so much.

Still, Sisterhooves Social up next and see you then.


	6. Sisterhooves Social

**Sisterhooves Social**

"That's it Dusk, you've got it, just hold it there," Twilight encouraged.

"I'm… trying…" grunted Dusk in reply, sweat pouring down his face.

"Yeah, just keep it up dude and stuff," Spike said nonchalantly from the colour form he was sat on. "Hey, this thing's pretty comfy, I think I'll just have a little rest…"

"Glad… you're… enjoying yourself," growled Dusk, trying his best to keep his concentration on the task at hoof.

"Spike, you can't sleep at a time like this. Dusk needs our support, encouragement and he's asleep," she deadpanned, just as the baby dragon's snores reached Dusk's ears. "Well, you still got me helping you."

"Great…" he muttered.

Typical Spike, he thought angrily, ignoring his snoring as best he could and keeping all concentration on the colour shape that was floating before him, the baby dragon resting atop of it.

This was a new part of his educational magic that Luna had given him to practice. After trying and failing to teach him how to become formless in their last session, something that Luna had become quite frustrated with, she had decided to give him something she thought as simpler to learn. Up until now, his colour forms had no actual structure to them. They were just gatherings of coloured light that he could create. Luna had told him that, with enough concentration, he could actually make them solid.

This was something that he was quite eager to learn, mostly because he didn't want to disappoint Luna further by failing at this like he had with becoming formless and also because he was quite interested to see what he could do with his shapes if they were actually solid objects rather than just swirling shapes. Solid light conjuring, Luna had called it and it seemed simple enough. When he'd tried to perform it in the lesson, however, he didn't know whether or not it was because he was worn out from previous efforts or if he just wasn't used to it, but he had failed to hold it for longer than a few seconds.

As a result, with another disappointed expression that made Dusk feel like he was letting her down, she had told him to practice for his next lesson and she expected him to hold it for significantly longer. With a due amount of dread and anxiety, Dusk had promised that he would fulfil her wishes as best he could and be ready to show her by the time they next had to meet.

"See that you don't, for I shall know if you haven't," was what she had said simply, but firmly before leaving him for the evening and letting him go home, feeling thoroughly depressed.

That was what he was doing here now. After hearing about what he had been learning, asking with the same eager expression she reserved for finding a new magical volume to study, Twilight had immediately suggested that she and Spike help to practice with him. With their help and support, they had helped him hold in place a quill, an empty ink pot, a book and now Spike. The first two he had supported for about ten seconds, the third just under and now Spike he had going for three.

It was remarkable how quickly he could fall asleep under the right conditions.

He could feel his concentration slip, his head ache and the tell-tale signs that he was about to give way into exhaustion. He just had to hold it for a little longer… come on, he urged himself, come on… but he couldn't manage it.

Gasping from the effort, he cut off the magic, felt a great relief sweep through him and heard a yell when Spike lost his temporary bed and hit the floor. A headache kicked in shortly afterward, his hoof shooting up to his temple and rubbing them in a vain attempt to lessen the pain.

"Ow! Hey, I was enjoying that!"

"Spike, we're supposed to be helping Dusk practice, not taking forty winks before lunch."

"Who says I can't do both?"

Dusk couldn't even muster up an apology to Spike's indignant tone, crawling over to a table and resting his head on it until the pain subsided. It went quicker than he expected when he felt a soothing presence inside his head and looked up to see Twilight's horn glowing while she performed a spell that lessened the pain.

"Feel better?" she asked.

"Physically, yes. Mentally…" He sighed and propped his head onto the table. "That was pathetic…"

"No it wasn't, you did fine," she said brightly. "I really think you're getting better at this."

"Oh, well that helps." He saw Twilight looking quite taken aback from his bitter response and sighed again. "Sorry Twi, I didn't mean to snap. It's just… this is hard…"

"I know, I know," she said, nestling beside him. "Nopony said this was going to be easy and I know that it certainly isn't, but trust me when I say that it's worth it."

"I'm finding that rather hard to believe right now," he replied, still feeling embittered by his lack of progress. "What possible good can you get out of something like this?"

"Well, I met you didn't I?" In truth, he didn't have a response to that. "See, not so bad now, is it?"

"I suppose…" He felt a glow when she kissed his cheek. "I guess you are right, you usually are…"

"I try my best," she replied just as brightly.

"It's just that…" He paused, feeling the more familiar twinge in his skull. "These lessons with Luna, I'm trying my best but… they're really getting to me. These headaches, the work, the way she seems to keep pushing me…"

"She is a princess and she did pick you personally as her student, so she's bound to have high expectations for you. Celestia did for me, still does I guess," she added. "She just wanted me to be the best I could be and I'm sure Luna wants the same for you."

"I guess," he agreed. "I can see where you're coming from but, sometimes… I feel like she wants me to be more in just a few minutes of time."

"That's just unfair though!" she insisted. "She can't expect you to be at your best when you've only been learning for a few weeks."

"I know, I know, maybe it's just me…"

"Well, what about this new technique she's given you? How exactly did she tell you to improve and work on it?" she asked.

"She just said for me to concentrate on keeping it solid and to keep it there for as long as I could," he reiterated. "The more I do it, the longer I can hold it as my mind gets used to it."

When Twilight didn't respond immediately, he looked up to see that she had a thoughtful, almost scrutinizing look on her face. She was no longer looking at him, but her eyes her drifted to the floor in thought while her hoof was on her chin.

"Something wrong?" he asked her.

"I don't know," she replied absently. "That sounds rather vague in a way, not very directly instructional. Are you sure that's what she said?"

"Positive," he affirmed, though he didn't feel positive. "That's the way she told me and… who am I to argue?" he finished on a sour tone.

"Hmm… that doesn't sound very informative," she said to herself quietly. "You'd think she'd provide clearer methodology than that, especially for a new learning branch of magic. Bordering ineffective really, almost as if…"

"As if… what?"

She snapped her head up like she'd just remembered he was with her. "Oh nothing, just something I…" She waved a hoof in dismissal. "It doesn't matter, it's nothing."

"Okay…" He wasn't entirely convinced, but he didn't want to pry either. She would tell him if she wanted to.

Almost like him, but not as bad… his migraine seemed to increase as he suppressed the memories again.

"Anyway, want to get back to practicing?" she asked with a smile, trying to make him feel better.

The very mention of the word made his head flare up again. "Actually I'd rather prefer to take a break…"

"Finally, words I like hearing," Spike put in, stretching and yawning.

"I think you've had enough of a break," Twilight said sternly. "You can clear up all the things we've been using to practice while Dusk rests."

"What?! That's not fair, it's not even my mess!"

"That ink you spilled from that pot was."

"I thought it was empty!"

"You should have checked then, now go on!"

Clearly still disgruntled at this, Spike started to pick up the scattered items, grumbling to himself all the while. Removing her stern look, Twilight turned back to Dusk with that smile he so loved seeing on her face.

"So, what do you want to do? If you want to just rest here, I could find some more books for you to study this magic from. Ooh, I know," she said excitedly, "there's a rather good book on the states of matter that could relate to this. We could try and use it to observe how magic can be altered to transform various atomic structures!"

His head hurting so much and his brain functioning a lot slower than it should be, Dusk didn't even know half of what she just said. The practice alone was making his head hurt and the thought of reading yet more science books just added to that.

"Twilight, perhaps I could do something to wind down that doesn't involve studying?" he asked hopefully.

"Studying always helps me wind down," she noted. "Okay well then… you could always try and recite what you know so far. Or I could tell you about a few of my lessons with the Princess and see if that could help you. I've my share of pit falls as well you know."

The optimistic look she had almost made Dusk say yes for fear of disappointing her, but then he remembered that he and his aching head had had quite enough of studying and learning and practicing for one day. It had just gone two 'o clock and he wanted to do something that wasn't reciting facts or scanning a book.

Though it seemed quite unfathomable, he wanted to leave the wooden walls of the library for a while.

"Actually, I really want to get out the library for a bit, get some fresh air."

"That's a great idea! Study outside, why didn't I think of that? I've done it a few times myself, so that's reasonable." Did she deliberately not understand him? "Hold on, I'll get a few volumes and we can get started."

Dusk also realised something else too and it shocked him a little. As much as he loved her company, he needed to get away from Twilight for a bit as well. Her apparent ignorance and incessant need for studying was starting to irritate him too.

Hoping this didn't make him a bad coltfriend, he said, "Twilight, I sort of want to spend some time alone for a bit, let myself think."

"Oh… right." His stomach dropped from the disappointed expression she had, but she quickly recovered herself. "Well, that's just fine. Some time alone might help clear your head, I understand."

"Thank you." A familiar part of himself returned again. "You're sure you don't mind?"

She laughed a little at his politeness. "Not at all. You go off, have a little walk and some fresh air and come back all refreshed and ready to go."

"Thank you," he said, relieved that was settled. "I'll try not to be too long, just so you don't uh… miss me too much."

"It'll be tough," she replied in a mock forlorn voice to his unsure flirt, "but I'm sure I'll manage somehow. Just make sure you hurry back, I don't want to be all alone without you."

"I promise you, I won't," he finished in a sort of heroic tone.

"You're not alone, I'm right here!" Spike cried out.

They both just laughed at the disgruntled dragon, Dusk smiling sheepishly by way of apology and heading off down the stairs towards the door.

"Missing you already!" he heard Twilight call out to him.

"Likewise!" he returned, already feeling a little better once he was outside.

He had, at first, been rather annoyed. Luna's zealous and hard teaching combined with Twilight's apparent inability to recognise that, for once, he didn't want to study with her to pass the time had made him feel like he wanted to hit something. A bit unlike him and, though it had at first surprised him, he had contemplated just slamming his hoof into something to let off some frustration. He had a feeling that something else was influencing that as well.

But then he'd felt the wind gently caress his face, his own happiness from his successful flirtation with Twilight and heard the sounds of the birds and those feelings melted away like the snow in spring.

He let a smile emerge onto his face. As hard as his studies were, perhaps Twilight was right and he all he really needed was a little break and some time off studying for a bit, even if she hadn't quite gotten the message. Still, she liked her work and he couldn't change that about her, not that he wanted to. He liked that about her. Feeling the cool breeze upon his face and sucking in the crisp air into his lungs, he set off away from the centre of town, which would most likely be packed at this time of day and out into the meadows.

However, Dusk realised something once he was out. Though he had wanted some time alone and to clear his head, he noticed that it was only for Twilight wanting to study more that he needed to be on his own. He would have been happy to do anything else with her, but the boat had sailed on that one. He wanted to see more of his other pony friends for a bit, perhaps draw some comfort from them. It had been a while since he'd seen some of his other friends anyway, a week since Nightmare Night and he hadn't taken note of how much he missed them.

So, as he walked, he thought about who he should go and see. He could already imagine some of the responses from them, Rainbow perhaps suggesting some kind of stunt to get his 'daily dose of awesome', Applejack suggesting some kind of outdoor activity to get his blood moving somewhere other than his head, Rarity offering him a cup of tea whilst asking him how things were going with his 'special somepony'.

So his mind settled on that, making his way to the Carousel Boutique to spend some time with his favourite fashion designer. Well, the only fashion designer that he actually knew, for he had never really been into fashion, but still… he shook those thoughts off, focusing on just being happy at the thought of seeing her and being as polite as he always was.

Almost an echo of Nightmare Night, she sounded quite annoyed when she was coming for the door, but her mood lifted slightly when she saw who it was.

"Oh hello Dusk!" Even her greeting sounded strained. "What brings you to my abode today?"

"Is this a bad time Rarity?" he asked. "I can come back another time, if you'd prefer…"

"Now you mention it…" She discontinued her sentence, furrowed her brow and her face suddenly brightened. "Actually Dusk, since you are here, would you mind doing me a small favour?"

Well, this was better than nothing. "Of course, what do you need?"

"I knew I could count on you!" she said, her voice full of relief. "Would you mind keeping an eye on Sweetie Belle for a bit?"

"Your sister? I thought she stayed with your parents?"

"Usually yes, but they're off on vacation for the week and, as such, I am playing host to my younger sibling." She sounded as if the very idea was distasteful. "I was just as surprised, but I simply cannot watch her and do my work at the same time, so could you make sure she doesn't get into any trouble?"

"Is she liable to?" he enquired nervously.

"Not as much as she has been," she growled, but remembered she had company. "But, I'm sure she'll be fine as long as you watch her."

Dusk hadn't really been expecting this. "I'll do my best but um… I don't really know much about foalsitting."

"Oh I'm sure you'll be wonderful at it," she said quickly. "Besides, she already knows and likes you and I shouldn't be too long with my work, if you're on a timetable."

Dusk thought for a moment. He had hoped just to talk to Rarity and relax a little and hadn't anticipated anything like this. While he did like the three Crusaders, he didn't exactly know them very well. The closest that came under that was Apple Bloom and even then that was fleeting. Would he even be any good at this?

But other thoughts came in as well. He may not know the Crusaders all that well, but it was only Sweetie and Rarity had made the point they already liked him. He always saw Rarity's younger sister as the most sensible of the group, not that he didn't like the other two. She just had that innocent air about her possibly more so than the other two, something that almost made him long for childhood simplicity. Were his own childhood not so lonely...

Plus, it couldn't hurt to maybe get to know her a little better and this would be a good opportunity to. So, he agreed, much to the obvious delight of Rarity who led him in and soon brought in Sweetie Belle, who looked a little down herself, but also brightened up with a smile when she saw him.

"Hey Dusk!" That sweet little smile made one of his own tug at his mouth. "What are you doing here?"

"Well, you see, Dusk here has very kindly offered to look after you for a bit while I work," Rarity told her. "See? That's fun, isn't it?"

"But I wanted to spend some time with you!" Sweetie insisted. "No offense Dusk."

"None taken," he said lightly.

"Oh we will, dear, we will," she placated, "but I need to spend some time in my creative zone, as it were. We'll do something after, but until then, Dusk is in charge."

Dusk shuddered a little at those words. Nopony had ever put him in charge of anything before, at least nothing this big. Or was he thinking too much about that?

Sweetie didn't seem too enthusiastic either. "But I don't need a foalsitter, I can look after myself."

"Sweetie, you burnt and then liquefied toast," pointed out her sister.

"It's not my fault. I thought setting ten would make your toast nice and crispy."

"What kind of toaster has a setting ten?" muttered Dusk, though his question went unanswered.

"Regardless Sweetie, I'm sure you'd rather spend some time with Dusk rather than trying to pass the time on your own and probably end up breaking something." Dusk winced a little at the relative harshness of Rarity's statement.

"Okay," she sighed. "I guess that does sound better."

"Smashing! Now, I need to return to my creation station. Dusk, I leave my sister in your capable hooves." With an incline of her head and a cautious glance at Sweetie, Rarity stalked off back upstairs without another word.

Now he was left alone with the filly, who looked a little disappointedly after her sister. Dusk stepped forward, about to say something, but was left at a loss. What exactly was he going to do with her? He didn't know her interests, her hobbies or anything like that, apart from earning her cutie mark but he was sure she'd prefer to do that with her friends. He felt that his own interests would bore her young mind and, as such, was unsure about initiating conversation.

But then she turned to look at him and he felt a little better. Soon after, Dusk was spared thinking of what to talk about by a polite Sweetie Belle, who approached him with a bright smile and curious eyes.

"Thanks for doing this Dusk," she said sincerely. "I promise I'll try my best to be good and well-behaved for you."

"I uh… I'm sure you will." Though he partially expected this, he was a little taken aback at how… well, mature she was.

"So, how have you been Dusk?"

Well raised, he thought, like her elder. "I've been just fine, thank you," he replied, though that wasn't entirely true. "What about you?"

"Same here. Ooh, those are new!" She pointed to his glasses.

"Yeah…" He adjusted them a little, a habit he'd started to pick up. "Well, I needed to see better so… these were the only option. Do you um… like them?"

She nodded honestly. "They suit you, like your hat. I think they make you look smart, which is good because you are smart. Now everypony knows it when they see you."

"Well… thank you for that," he said with a small smile. "Your sister thought much the same."

"She would. Anyway um, how's your new cutie mark?" He noted her rather bitter tone regarding her sister and the sudden change of topic. She glanced at the mark in question. "Do you ever miss the old one?"

"Sometimes, yes," he admitted, "but the new one is treating me well, despite the new responsibilities it brings."

"That's good. Me and the others are still trying to earn ours," she added sadly, looking at her own blank flank. "But we're going to keep at it. Pretty soon, we're bound to discover our special talents. We still remember what you said to us, but we'd still like to have them."

"That's the right attitude to take, good for you," he encouraged. "What are you going to try next?"

"Well, Apple Bloom suggested that we might try to earn marks in bowling next time," she announced.

"Oh." That was a little random. Not Pinkie random, but still… "I didn't know you had an interest in bowling."

"Well,_ I_ don't. Come to think of it, the others don't either," she realised. "But we decided it was a good one to try out and I thought so because it seemed safe, unless we drop the ball on our hooves."

"Just so long as you… don't hurt yourselves," he warned. "I still remember when you tried to get marks in zip-lining."

"You should have seen us when we tried to get ones in hang gliding."

Dusk blinked in surprise. "I... I'm sorry, in what?"

"It wasn't pretty," she agreed. "It involved a few missing roofs, some overturned pots and a run-away cart of manure but trust me, it's best you don't know."

"Right…" He didn't know quite what to make of that, so he decided to draw the conversation away from that quickly. "So… a week staying with your big sister, that must be nice."

"Yeah, I guess... maybe…" She cast her eyes down to the floor and hung her head. "I don't know…"

"Why so glum?" he asked, moving a little closer. "Is there something wrong between you two? Not that it's my business, but…"

"It's fine," she dismissed. "It's just… I really wanted to spend some time with her and have some fun for the week, but everything I've tried so far has just hit me back in my face."

"Why do you say that?"

"Because it's true. I tried making her breakfast in bed as a surprise, but I just ended up burning it. I tried putting some garnish on eggs, but I broke up breaking the table and some plates. I tried washing her clothes for her, but I ruined her favourite sweater trying." She hung her head lower. "So far, everything I've tried has just been a failure, like getting my cutie mark."

Dusk could practically feel her tugging at his heartstrings at the state she was in. "Aw, Sweetie, I'm… I'm sorry to hear that."

"It's fine, it's not your fault," she said kindly. "I just wanna do something nice for my sister…"

Dusk didn't know much about Sweetie, nor about her relationship with Rarity. However, if there was one thing he had some knowledge in, it was doing something nice for a friend. He'd done it a few time for his friends and they seemed to appreciate them, no matter what exactly it was he tried. Seeing Sweetie like this, he knew he had to at least try.

"Perhaps you can," he said brightly. "It shouldn't be too difficult. Maybe you could just do something simple."

She perked up a little at his words. "That's something. She told me to stay out of trouble and that you're in charge, so…" Her eyes settled on some papers and some pencils on a table nearby. "I never got into any trouble with drawing… Dusk?"

It took him a while to realise she was asking his permission. "Oh, right! Yes, go ahead, I'm sure that's fine."

"Great!" She crossed over to the table and picked up a pencil in her mouth. "You wanna help?"

"You'll be fine, I'm not much good at this." Her actions made him think of something. "Wouldn't you prefer to use your magic?"

She placed the pencil down so she could speak properly. "It's not strong enough yet. I'm still too little to use it properly."

"Ah, I see…" He cleared his throat and steered away from that, feeling even sorrier for her. "You carry on then."

"Right." Her work was done in only a few minutes and, though it was simple, even Dusk could appreciate the heart that went into it. Appropriate, as a heart was actually in it. "Hm, it needs something more…"

"I think it looks fine," Dusk said, looking at the image of her and Rarity in the middle of the heart. "I'm sure Rarity will like it."

"I don't want it to be fine though, I want it to be special." For the second time, her eyes settled on a solution, in the form of a chest of sparkling sapphires. "These are perfect!"

Dusk looked on as she scurried to them and picked out some. "Sweetie, Rarity usually uses gems in her work. Are you sure it's okay for you to use them?"

"It'll be okay, I know she has more in her work room she can use," she assured him. "But these'll really help it stand out. You sure you don't wanna help me?"

"I'm um… not much good with art, I'd only mess it up…" he mumbled.

"Oh come on, it's just sticking them down on the heart." She held up the glue tub and a few gems. "Come on, it'll be fun. Plus, if you help me, then if I somehow get in trouble, it'll be okay with Rarity because you did it with me."

"A... fair point…" Dusk's eyes lingered on the items before him, then shifted to Sweetie's eager expression. That was what settled it. "Right… where do you want me to start?"

Beaming brightly, Sweetie dragged him over with a giggle and set him to work. It didn't exactly take much direction, just a matter of applying the glue to the heart and sticking down the gems, giving the drawing an added sparkle. Dusk was still a little unsure, but Sweetie's perky mood and the simplicity of the task eventually ensured that he was enjoying himself, even if the two of them made something of a little mess.

He admired Sweetie's enjoyment of the task, the part of her that simply found creating fun and the part that she was doing she felt her big sister would appreciate. With the effort that she was putting in, Dusk felt it impossible that Rarity wouldn't like the gesture in some way. How could anypony deny the work of one so innocent and caring?

Apparently, as he discovered, one could.

Just as they finished and Sweetie smiled her thanks to Dusk, Rarity came back downstairs. Though it was still dripping with wet glue, the filly rushed up to her, presenting the drawing as if they were the crown jewels of Canterlot.

"Hi, Rarity! I made a special drawing for y-"

She was cut off by Rarity's shriek when she saw the empty chest. "Oh no! Did you use these gems?!"

"Well, yes, but I know you'll have more in your work room..." Sweetie no longer looked proud and was now cowered before Rarity.

"But-but these are extremely rare baby blue sapphires!" she shrieked. "I need them for an outfit for an extremely important client!"

"Oh. Sorry…"

Feeling a little emboldened, Dusk stepped forward. "Rarity, please, she didn't know. She only wanted to do something nice, it's not her fault that she-"

"And you, Dusk!" She rounded on him now, enough that he backed off a little. "I thought I could trust you to keep an eye on her and you let her do this?!"

"I um…" He tried his best to keep his composure. "It seemed… harmless enough and um, she said that it… would be fine."

"And you just took her word?! Why, oh why, didn't you come and ask me first before you permitted this?!" she demanded angrily.

"I'm um… I'm sorry, I should have done…" He felt quite ashamed of himself now, but not enough to ask something else. "Can I just… ask something?"

"And what is that?!"she shot back.

He cleared his throat and adjusted his glasses again. "If these sapphires are so rare and uh, they're so… important, then uh… why are they just down here, in this open chest for, um… well, anypony to um… find?"

Rarity stared at him, open-eyed and mouthed, clearly trying her best to think of an appropriate response. Eventually, she seemed to simmer down, sigh and back away from him.

"I suppose… that's a fair point and it wasn't entirely your fault," she admitted. "I'm sorry I snapped at you, but you still should have come and seen me first."

"Right, I'll make sure of that for next time. I'm sorry Sweetie and I used all of your gems," he added.

"Accepted," she replied, though still in a disappointed voice. She turned back to her sister. "Sweetie Belle, what am I going to do with you?"

That looked to be a question with many answers. "Oh! We could paint together, we could ride bikes, play chess, sing a song, catch frogs, pillow fight-"

"That's not what I meant!" Sweetie fell silent again. "Now I have to go and find some more of these gems!"

"I'll go with you and help!" she volunteered.

"No!" The very idea seemed to terrify her. But she realised how loudly she'd said that and attempted to rectify her mistake. "No thank you. You can help by picking up these papers and stacking them, neatly. Put the pens and pencils back exactly where you found them, and please find something to do that doesn't create a large mess for me to clean up!"

"Um, Rarity?" Dusk flinched from the look she gave him. "I need to get back to the… library soon. Twilight, you know?"

"Yes, yes, that's fine," she said impatiently. "I'm sure you have other things to do and I suppose Sweetie will be fine for a bit, until I get back. Unless you intend to do something else I don't like?"

This was directed at Sweetie, who responded with a tentative, "… No?"

"Good. Then, by all means feel free to leave when you need to. Unlike some of us, you don't need to stay." With that, she slammed the door and left Dusk feeling partially glad to see her go."

"Geez Louise, can't I do anything right?" Sweetie muttered, clearing up the papers she and Dusk had been using. "Do you need to get back now?"

"I'd better get going, yes," he nodded. "Will you be fine by yourself?"

"Sure. It's just tidying things, even I can't mess that up." She offered him another bright smile. "Thanks for helping me Dusk, it was really fun doing this with you."

"The feeling is mutual." She gave him a questioning look. "Um… I enjoyed it too. I'm sorry Rarity didn't like it."

"It's okay, we tried our best. And Dusk?" She looked a little sheepish when he looked back at her. "I know we don't know each other all that well and… you probably think I'm just a little kid, but um… thanks for trying to stick up for me."

Once again, Dusk blinked a little in surprise, but he returned her smile regardless. "I was happy to do it. Just um… make sure you don't set her off again. Your sister is, uh… scary when she's angry."

"Yeah, I could tell. You looked like she was gonna eat you up" she giggled. "Don't worry, I'll do my best. Bye Dusk!"

"Until next time, Miss Belle." He tipped his hat to her and set off back for the library.

So… he at least had the gratitude and appreciation from Sweetie for his efforts. That was something at least and it had really helped to calm him down, spending some time with her and it made him really want to resume his efforts with Luna's task, no matter how daunting it seemed.

And yet… something was still bothering him. The vivid image flashed in his mind of the angry Rarity, yelling at her cowering sister, just because she'd tried to do something nice for her and the message had been lost on it. She'd only seen how Sweetie had made her life difficult, completely overlooking her kind and thoughtful gesture. Really, Rarity was being rather, well… selfish. Quite ironic, considering she was the Element of Generosity.

Thinking about it, Dusk felt that he should help in some way. He didn't know if it was because, even though he didn't know her that well, he was growing fond of the little filly or if it was some kind of instinct that came with being the Element of Unity in friendship. All he knew was that Sweetie, and perhaps to an extent Rarity, needed a little bit of help. He may not have any siblings himself, but how much different could it be from friendship? He considered Fluttershy to be like his sister, so that was something.

The question was, that went through his head when he re-entered his workplace… what exactly should he do? He had a good idea, but would Twilight mind?

"There you are!" Twilight's enthusiastic greeting met his ears the instant he walked in. "You were gone for quite a bit. You feeling better?"

"Much, thank you." He let her kiss his cheek and blushed. "I just had a chance to clear my head, like you said."

"See, didn't I tell you?" She smiled all the more and beckoned. "Come on, now we can get back to practicing your magic. I'm sure you can do great this time."

"Great! Longer nap time for me," Spike remarked as he entered the room.

"Actually um, Twilight?"

"What is it?" She caught the nervous tone in his voice and her face fell a little. "Do you not want to practice with me?"

"Oh, no I do!" he corrected, a little loudly. "It's just that… something's come up."

"What do you mean?" She became more concerned now. "Is there something wrong? What's happened?"

"Nothing, well, not to do with me," he rectified. "Only that in I went to visit Rarity before and-"

"Wait, wait. You went to see Rarity?" There was a tone in her voice he didn't like and she cocked an eyebrow suspiciously. "I thought you said you wanted to spend some time on your own."

"I did, but-"

"Well, if you wanted to spend time on your own, why did you go and see Rarity?" she asked, still with that tone. "That's not spending time on your own."

"I just-"

"If you didn't want to spend time by yourself, you could have just come back here. So, why go and see Rarity?"

Where did this come from? Why was she acting like this? "Well… um…"

"Whoa, tread lightly dude, tread lightly," Spike warned from behind her.

What was that supposed to mean, Dusk thought desperately. What had he done wrong?!

"So, I'll hear you out then," Twilight said sceptically, ignoring Spike. "What exactly has happened at Rarity's that is of such monumental significance?"

Still quite flummoxed as to why exactly she was being so edgy about this, Dusk explained, with quite a bit of stuttering and pauses the situation that was occurring between Sweetie Belle and Rarity, while Twilight listened, looking on like she was judging him.

"So why exactly do you feel _you_ need to solve this?" she demanded once he was done. "Is there some kind of written agreement or something that obligates you to do this?"

"Well… no," admitted Dusk. "I just feel that it's um… the right thing to do, that's all."

"That's it?" He nodded. "You just want to help Sweetie?" Another nod. "Nothing else?" A third nod. She was silent for what felt like an age before she finally said. "Alright… I guess that's fine."

"Really?" he asked, fiddling with his glasses. Why was she being so reluctant? "You… you sure you don't mind?"

"No, go ahead, I guess it's fine." There was that reluctant tone, but there was something else as well, something he couldn't quite make out. "Just um… never mind, just go."

She'd turned away from him now and Dusk was again unsure by her abruptness to this and why she wouldn't now look at him. He thought if he should say something else, perhaps offer some sort of reprimand, but then Spike, still behind her, gestured frantically for him to go and offered him a thumbs up whilst pointing to Twilight. His message was clear.

I'll take care of it, you go!

Tipping his hat in thanks to the dragon and not really feeling like dealing with a suddenly moody Twilight right now, Dusk hurried out of the door. He lingered at it for a moment, debating whether or not he'd done the right thing, then headed off back to the Boutique, still wondering what exactly had gotten into her.

He was still confused by the time he arrived back at the store. All he wanted to do was help a friend, one of their friends in fact. So why was she being so suspicious about it? Why did it seem like she didn't want him to go in the first place? What was that other tone in her voice? He didn't know quite what it was, but it seemed rather akin to…

Worry. But why would she be worried?

His thoughts on this abruptly ended by the time he entered the Boutique and heard the sound of raised voices coming from upstairs. He followed them, fearing the worst, to Rarity's work room and soon could hear it very clearly.

"Oh, _I'm_ the one who's ruining _your_ life?!" Rarity was yelling. "Really?! Have you looked around this place?_ I'm_ the one who'd be better off with no sister!"

"Well it looks like we finally agree on something. Neither of us needs a sister!" shot Sweetie.

"Deal!"

"Deal! Goodbye, un-sister!" He heard the sound of hooves and jumped back behind the door as the filly stormed out, tears glistening down her cheeks.

Dusk gradually stepped into the light of the door and watched her go, shocked at what he had just heard. He knew that friends, and even sisters, could have their quarrels, but to disown each other completely seemed a great step too far. And all Sweetie had done was try to appease her elder sister. This was what she had been met with?

"Oh Dusk, I am so glad to see a friendly face!" He turned at the sound of Rarity's voice, to see her beaming at him like he was her saviour.

That shocked him too. Even though he had heard that exchange, even though Sweetie was only young and she was doing her best to please her selfish sister, she actually expected him to side with her? Deep down, he knew there shouldn't be sides to take, there didn't have to be. But right now… right now, he knew where he needed to be.

He looked back at Rarity and made clear in that single moment how he felt about this. He wasn't angry with her or furious, but the look he gave her did the trick of making that smile falter. He was disappointed, because he thought she was better than this. Clearly, he was mistaken. That was what he said to her with that look.

Then, without another word or glance back at her, he sped off down the stairs after Sweetie Belle. Rarity didn't even try to call him back. Hopefully, she would learn her lesson and attempt to reconcile later, but right now she didn't need him. Sweetie did.

She hadn't gotten far from the Boutique and he soon caught up to her. Her head was bowed and when she looked up to see him, she was wiping at her tears furiously.

"Oh… hey Dusk…" She sniffed loudly and wiped away more tears. "I thought you… needed to be at the library…"

"I did, but… sometimes there are more important things than studying," he replied. "So, I came back here, just as… well…"

Realization dawned. "Oh… you heard that?" He merely nodded silently. A few moments passed until she asked, "So?"

"So… what?"

"Aren't you gonna go back with… Rarity?" She said her sister's name like it was foul-tasting. "You gonna side with her?"

"Why would you think that?"

"I just thought… she always says about how good friends you two are, how you're always a gentlecolt around her," she told him. "I thought that… you'd be on her side."

That surprised Dusk as well, but he recovered from it and raised her head gently. "Well, often assumptions can be wrong."

She looked confused. "But… but I…"

"I know what you're thinking, that we're not really friends as such, but why should that matter? Just because I don't know you too well doesn't mean I won't help. I might want to get to know you better. Besides," he went on, "is it not the duty of every gentlecolt to help a lady in need? Even a little one?"

Sweetie stared up at him in a stunned silence. That got him a little worried. Dusk had never really tried to offer comfort to a child before, at least not one as young as her. He was starting to think he hadn't done it right and started to retract his hoof…

Then, she suddenly threw her hooves around him in a hug. She was only able to hug his waist, but the warmth of the gesture was still felt. He felt a little awkward though and wasn't sure whether or not to hug her back.

"Thanks Dusk," she whispered into his chest. She then realized his awkwardness and backed off a little, her cheeks red. "Oh… sorry…"

"Quite all right," he muttered. "So um… where were you going?"

She looked pleased at the change of subject. "I was gonna go to Sweet Apple Acres to see Apple Bloom after all…" She didn't mention the incident, only scowled. "But, if you wanna go somewhere, I don't mind. If you want me with you…"

"That sounds perfectly fine to me." A small smile tugged at the corners at her mouth. "Come on, I know a place we can have some time relax a little."

"Okay, lead the way…"

With the young filly in tow, Dusk led her out into the meadows around town. The flowers that usually bloomed in them were receding due to the coming autumn and the trees' leaves were starting to turn brown for the same reasons, but it was still rather pleasant to look at regardless. Plus, as he said before, it was quiet, which he felt was just what Sweetie needed right now.

She didn't seem to be much better, a little less sad perhaps, but she was clearly still stung about the argument that she had with her sister. Having just been on the end of a disagreement, Dusk could relate, although he was fairly certain that hers was a lot worse. He could at the very least do his best to try and cheer her up a little.

She raised her head to appraise her surroundings. "We're staying here?"

"Yes," he said without hesitation. "I sometimes come out into the meadows when I feel it's too quiet in my house and I need to have somewhere different to think."

"You couldn't do that in your house?" she asked, clearly confused.

"I could have, but it's better at times to be surrounded by nature. I find it quite soothing." He took a seat on the grass. "Sometimes, it's just nice to stop and appreciate the world around you, I find. Listen for a bit, take it in."

"How do I do that?"

"Try closing your eyes, forgetting about what's bothering you and just listen to what's around you." He shrugged. "It works for me, anyway."

Still looking a little unsure, she did as he instructed. He also noted she took some deep breaths as well. She was like that for about five minutes, after which she opened her eyes again and a brighter smile seemed to appear.

"Yeah, I think I see what you mean." But abruptly, she hung her head again and sat next to him. "But I still don't feel great…"

"I understand," he said gently. "You want to talk about it? It helps."

Rather reluctantly, she told him about how things hadn't gotten any better between her and Rarity, culminating in her rejection of something called the Sisterhoof Social, a competition apparently hosted every year at the farm. Sweetie had thought it a good way to spend some time with Rarity, but the latter had seen it as 'uncouth', ending with their fight.

"Well, Rarity does have high standards of sophistication and cleanliness after all." She looked at him quizzically. "Um… she prefers to be proper and tidy."

"That's not the half of it," she grumbled.

"But she still is your sister and I'm sure she'll come round to forgiving you eventually," he assured.

"That doesn't seem likely," she replied cynically. "She thinks I'm uncouth too."

"It's just her though. She sometimes thinks my mane is a little scruffy, that I should comb it more." He showed her his typical half-neat, half-messy style, which was messier due to his hat.

"I can see why. Why don't you comb it more then?" she asked.

"Because I prefer it that way and at the end of the day, it doesn't really matter." He placed a hoof on her shoulder. "You two will get over this, you'll see."

"I don't know…" This clearly wasn't getting them anywhere.

"Well, how about we try and take your mind off it?" His sharp mind soon hatched an idea. "I could show you how better to use your magic."

He didn't think himself as much of a teacher, but this was better than nothing. He might as well try.

She looked up with a surprised expression. "Are you sure you want to do that? I'd probably just mess it up, like I have been all day."

"Nopony's perfect and you're no different." He flashed a smile at her and stood up. "Let's just do some basic levitation. That's easy enough."

"Okay then..." She stood up as well, while Dusk levitated a pebble before her. "You want me to lift this?"

"Sure." He set it down before her. "Whenever you're ready."

She watched the rock as if it might jump up and bite her before she lowered her horn. Her eyes scrunched up and she strained in concentration, letting out little grunts of exertion. A fizzle of sparks issued from the end of her horn and Dusk thought he saw a white aura appear around the pebble, for about a second. She physically moved her head closer to try and lift it, but there was no visible improvement.

She tried this method several times, under some coaxing from Dusk, but again there seemed to be little improvement, if none at all. Rather like with him and his own magic. Eventually, she exhaled loudly and ceased her efforts.

"You see? I messed it up…"

"That was… fine." She gave him a sceptical glare. "Okay, it definitely could have been better. But you definitely do have the magic."

"I know and I try and use it, but no matter how hard I try, it just isn't good enough… just like with Rarity…"

"Don't be like that. Let's have a look at how you're doing it." He walked beside her and kneeled down to her level. "Now, you say that you're focusing as hard as you can to lift the leaf, but… maybe that's the problem."

She looked confused. "What do you mean?"

"Well, the way I see it, magic is more than just the will power of your mind. I think a little imagination is involved in it too." He gestured to the pebble. "Go and pick it up. No, not with your magic, just normally. Pay close attention as to how you do it."

Sweetie Belle looked puzzled, but did as he requested. She paused and looked back just as she did, like she expected him to say he'd fooled her. When he said nothing, she picked up the pebble in her hoof and held it up.

"Good, now put it down and come back." She did so, still looking puzzled. "You remember that?"

"Yeah, but… how does that help?"

"You'll see. Now, try and lift the pebble again. But this time," he added, as she lowered her head again, "remember how you used your hoof to pick up that pebble. How you reached towards it, picked it up and held it. Picture that in your head, reaching out in the same way you did, think of it clearly, but don't actually do it. Use your magic. Now, when you're ready."

Still appearing un-encouraged, but closing her eyes for a bit and perhaps picturing how, she took another deep breath, lowered her horn and tried again. For a few minutes, it still seemed like there wasn't much of a difference made. He could tell Sweetie was thinking it and Dusk was starting to think it too. Maybe he wasn't such a good teacher after all, just like he thought.

But just as he felt like telling her she'd tried her best and to stop, a clearer aura started to surround the rock. It looked like it might fade, but it stayed. It flickered, but it stayed. Dusk leaned forward, hardly daring to believe it. At the same time, the rock also started to wobble. He watched as it rose, very slowly, hovering a centimetre above the ground, flickering and wobbling-

Before hitting the ground again and remaining motionless.

Dusk gasped in surprise, almost at the same time Sweetie did. The filly was staring in open-mouthed disbelief. From her expression, the rock could have started to walk around and do a tap-dance from how shocked she was. At first, Dusk thought she was disappointed by her efforts and moved to comfort her, feeling a little guilty for getting her hopes up.

"Sweetie, I'm so sorry, but at least you tried your-"

"Wow! Did you see that?" Her shrill voice made him jump, but she was grinning now and running around in excitement. "I did it, I did it, I did it! I lifted it! I actually lifted it!"

At first stunned, soon Dusk was smiling too, just at how thrilled she was. "Well um… well done, Sweetie."

"I did like you said and it worked!" Forgetting herself, she hugged him again. "Thank you so much Dusk!"

"I um…" He felt a little awkward again. But this time, he hugged her back. "It was my pleasure, Sweetie Belle. But uh… keep practicing, yes?"

"Oh, I will!" She ran off and snatched up the pebble, holding it aloft like a trophy. "I'm gonna keep this and use it, like you said." She beamed back at him. "You're really smart, but then again, you probably have to be to be a student to Princess Luna."

"Yes… I suppose…" He suddenly didn't feel so ecstatic anymore, not now he was reminded of his own magical problems.

"Hey, what's wrong?" She'd noticed and trotted back up to him, that innocent look on her face again. "Is there something I can help with?"

"Um… I don't… I don't know, Sweetie…"

That didn't perturb her, if anything it made her more eager. "You sure? I may not be good at this stuff, but I'd like to try, since you helped me."

He at first thought that this would be too advanced and complicated for her, but he simply couldn't deny that sheer willingness to help. So, he told her about his own magic he needed to learn for Luna and how he was having difficulty mastering it.

"And it seems like, no matter how much I concentrate, I can never hold it for long enough," he finished.

The filly looked thoughtful. It was rather cute to see her look like that. "Maybe you're having the same problem as me."

"What… makes you think that?"

"It seems to be the same. You just seem to be trying to think too much and not use enough of your imagination," she replied simply. "Can you show me one of these colour shape thingies?"

Not really seeing the harm, Dusk conjured one up, holding it for as long as he could. While the headaches flared up again and his energy waned, he saw Sweetie move around it and poke it several times, assessing it with her child's eyes. He didn't even hold it for longer than ten seconds before he stopped it.

"Hm… and that's as long as you can hold it?" she asked. He nodded in response, too worn out to talk. "Well, maybe you should try imagining something to help you, like I did. That'd help a bit."

"Like…?"

"Like… ooh, I know, a pillow!" When Dusk failed to show understanding, she patiently explained. "Come on, it's easy. To me, it feels soft and squishy, like a pillow does. Just picture this thing as a pillow and that might help. It's worth a shot."

Dusk thought about that. It was essentially what he had told her and Spike had found it comfy enough to sleep on for a bit. It made sense, in a way and, like Sweetie said, it might serve to help him.

Proceeding to picture a blue pillow clearly in his head and keeping focused on that while also channelling his magic, he conjured up another shape. Already, he noticed an immediate change in how well he could perform the magic, actually having some visual image to focus and maintain the solidity of the form making it much easier. The combination of his own will to do the magic and his imagination… it was a perfect mix.

When he finally had to stop, he still had his headache and it still left him a little drained, but it was a lot better than it had been.

"Wow, that was way longer!" Sweetie proclaimed after about thirty seconds. "That was great Dusk!"

"It… it worked," he whispered disbelievingly and laughing a little. "It actually worked. Thanks for your help, Sweetie."

"Glad to," she replied perkily. "Like I said, you helped me and I'm just happy I could help you. Try it again, I bet you can do it for way longer this time!"

Dusk was surprised at how much he was willing to do just that. When he practiced his magic with Luna, it felt hard because he knew she was watching and judging him. When he did this with Twilight, he was grateful for her help and support, but it still felt like work. In the former's case, improvement happened very little and it was middling to minor in the latter's case, mainly due to some unknowns and guesswork on the part of both of them on this relatively new magic.

Doing it with Sweetie Belle was something entirely different. Thanks to her fun-loving spirit and bright optimism that only one so young possessed, it became more like a game than work. She would enthusiastically time how long he could hold it, award points for how many items he could hold on it, jump over it just for fun and just brighten up the whole thing. As such, because he was having more fun with it, as much as she was, Dusk felt he was progressing more and learning better than in normal circumstances.

They were at it for so long, that they only noticed it was starting to get dark when the sun started to lower on the horizon. They had accomplished quite a bit though. Dusk could now hold the forms for a full minute without anything on them, have Sweetie resting on it for just under fifty while moving her around and also making the discovery that, just the same as making them bigger made them brighter, they became harder the smaller they were, but also easier to maintain.

"I think that it's time we headed off," Dusk said to her as the sky turned orange.

"Aw. Come on, just one more?" she requested, holding up a thick stick.

"Fine, one more." On her signal, she tossed it up into the air, where he proceeded to fire three colour 'pellets' at it, puncturing holes in the wood. "There, now we really need to go."

"Okay." Disappointed, but still perky, she caught up to Dusk, her little legs keeping pace beside him. "I really had fun today Dusk. Thanks for teaching me about magic and letting me help with yours."

"It's fine," he mumbled.

"But it was really fun though," she insisted. "You're a good teacher."

"Well… I don't know about that…" He cleared his throat and changed the subject. "Now, we'd better get you back the Boutique and-"

"No," she said firmly. "I'm not going back _there _where my un-sister is."

"But… but Sweetie, she-"

"No, I'm not going back to the Boutique." She hung her head again. "Besides, she wouldn't want me there anyway…"

"I… I see your point," he admitted. "I suppose we'll just have to find somewhere else for you to stay for the night."

Her head shot up again, as did the corners of her mouth. "Hey, I could stay with you!"

Dusk's mouth fell open. "I… beg your pardon?"

"You said I needed somewhere to stay and I liked spending time with you today, so why not?" she asked.

He hadn't expected that. Apart from that Hearth's Warming party and when Twilight sometimes came round, he'd never really had guests in his home. Even then, they hadn't stayed. He was used to being on his own there, with the exception of Ophelia. He'd never played host to somepony who was actually going to stay around, let alone a young child like Sweetie.

But perhaps that was what got him thinking it wasn't such a bad idea. The filly had shown that she was definitely mature and reliable enough to, for the most part, look after herself, so it proabaly wouldn't take too much effort on his part. It might also be nice to have some company in his home, even if it was only for tonight.

"Why not indeed," he replied happily. "Come on then, let's get you set up."

"Yay! Thanks Dusk, you're the best!" With another quick hug and a giggle, she ran off ahead, waiting for him to catch up along the way.

They were just nearing the modest form of his home, when the stars started to shine across the sky and the moon's light began to bathe them in its pale glow, that Dusk received another unexpected arrival, just as he opened the door.

"Sweetie Belle!" He whipped around to see Rarity in the complete visage of relief. "Oh, I have been galloping all over looking for you. I-"

Sweetie, however, wasn't exactly head over heels to see her. "Oh hello, un-sister. What are you doing here? Got more not-messes for me to not-clean up?"

Rarity was clearly stung, but she persisted. "Oh Sweetie Belle, I want to apologize. I am not better off without a sister."

Dusk was certainly relieved to hear that. A quick glance passed between them, but Dusk got enough to know that her apology extended to him too, or perhaps some sort of understanding from his silent message before.

"I'm not better off without a sister either," replied Sweetie. "Spending the day with Dusk made me realize that.

"Oh, Sweetie, you don't know how happy I am to hear-"

"Which is why I'm adopting Dusk as my big brother!" she announced happily, hugging his leg tightly.

Rarity was shocked at this. "What?!"

"What?!" Dusk echoed Rarity.

"_What?!" _Pinkie added, bursting out of Dusk's house. Everypony stared at her for a long while. "Well, my work here is done." With that, she pranced off like nothing happened.

After a bit, they reached some kind of silent consensus not to think too much about what just happened. Pinkie was Pinkie after all.

"So, anyway… Dusk may not be my sister, but he's the next best thing." She glared at her elder. "He actually took care of me and had fun with me, something you never did."

Normally, Dusk would have been flattered that she thought of him so fondly, but right now, he was a little perturbed. For one thing, he already had somepony whom he considered like a sister and for another, Sweetie was Rarity's sister. This wasn't right at all. He'd only meant to look after her until Rarity came to her senses. This hadn't been what he intended!

"Ahem… now, Sweetie," he tried to say, "I think we should-"

"Or maybe she should be _your_ brother, so she could teach you what a good sister is supposed to be!" she yelled to Rarity.

"Can I just-?"

"But I don't need lessons on being a good sister, I- I promise!" insisted Rarity desperately "Listen! I'll show you how to cook my favourite quiche! Or-or, I'll show you the proper way to beautify your mane. Won't that be fun? Hm?"

Sweetie wasn't convinced. "You want me to go home with you, so we can do what _you_ wanna do?"

"Uh... yes?"

"Just forget it!" She stormed into the door. "Coming Dusk?"

"I um… you go on in, Sweetie, I'll be there in a bit," he said to her, eyeing Rarity closely.

"Okay." With one last death glare at Rarity, she slammed the door on them.

"Well, that apology went swimmingly," Rarity remarked in a voice dripping with sarcasm. That was mostly along the lines of what Dusk was thinking too. "Dusk, why do you have to be so good and make me look so bad?"

"I um… I wouldn't say er, good, exactly," Dusk mumbled.

"Well, either way, now Sweetie has abandoned me for you," she pouted. "I help you find true love and this is how you repay me?"

"Rarity… can I just say something?" She nodded, but still look put out. "You see… the way I see it, at least is… well… you're being rather um and please don't take this the wrong way, I don't mean to offend but… you're being… selfish."

"Selfish?" she repeated. "Why, whatever do you mean?"

"Okay um… from the start, you've only been seeing how Sweetie's actions focus around you, but um… you've left her out of it."

"That's completely untrue!" she insisted. "I've let her stay with me, I gave her those things to do, I let her do her drawing."

"I know, I know," he voiced, "but every time you um… well, you found a problem, something you didn't like and… made it a big disaster. It would have been better if you'd just appreciated the nice thing she did for you to begin with."

Rarity opened her mouth to reply, but seemed to think better of it and closed her mouth. Hoping he was finally getting through to her, Dusk pressed on.

"All she really wanted was some appreciation and praise from her big sister. She looks up to you, as she should and she wants to know that you care and love as much about her as she does about you." He stepped closer, feeling more confident. "You need to be on the same level as her, really get… well, stuck in I suppose. Because, once you do, it doesn't matter how silly it may seem, it'll be worth it, just to see her smile." He backed off a bit. "At least, that's what I think."

"I… I suppose you're right," she finally said. "For one who grew up an only child, you seem to speak with experience Dusk."

"I… I suppose I do." Considering he had done the same when he'd first met Fluttershy, that made some sense in a way. "So, now you know what to do, you just need to win her back."

"Indeed I do and I have an idea as to how," she said. "Hopefully, it won't be too late, but to pull it off, I'll need your help Dusk."

"What did you have in mind?" he asked.

"It's simple. All you need to do is come to the Sisterhoof Social with her tomorrow…"

As she explained her plan, Dusk realised this would mean he wouldn't be able to make it to the library. Since it was to help a friend in need, he only hoped Twilight wouldn't mind and would understand why he needed to do it. If she didn't…

He still recalled the time she actually burst into flames from anger… and shuddered.

* * *

Clueless, clueless Dusk, but then again we guys are usually clueless. Anyway, join us next time when we see Twilight's perspective on this and a new lesson to be learned.


	7. Doing Things Differently

**Doing Things Differently**

Twilight glanced up at the door just as it closed, leaving her alone in the library with Spike. She was at first tempted to go through after Dusk and bring him back, keep him by her side where she felt he would be safer. Then she got a hold of herself, shook her head and told herself that she was starting to overreact again. At least, that's what she thought it was.

She was still trying to fathom herself why exactly she'd reacted like that, when Dusk had told her he'd been to see Rarity and just let him go so that she could think more clearly. He'd been to see her plenty of times before, she appeared to be one of the closest to him in their circle of friends and, while she had felt a tiny bit jealous, she'd never really had a problem. This time though, she just felt really bothered by it.

Was it because he'd told her that he intended to spend time on his own and had then gone to see somepony? Because he'd effectively lied to her in that sense? She did make the point that, if he didn't want to be on his own, he could have just come back to the library with her and Spike. They were perfectly good company, as over a year of working together had displayed. On top of that, she was his marefriend now. It only seemed to make sense that, if he wanted somepony to talk to, she would be the first choice.

But then, why was she bothered about that anyway? From what she could figure out, from how many times he'd been to see her, Rarity had been rather instrumental in helping them get together. Though she did sometimes pass what looked like a flirtatious glance, that was just Rarity being herself and Twilight knew it wouldn't make any sense for her to have designs on Dusk, when she'd helped them become a couple in the first place. She had nothing to worry about if Dusk had gone to see her. The two of them were friends, nothing more.

So, that brought her back to her original thought: why was she still bothered by it?

"Twilight? Hey, you okay?" Spike's voice snapped her out of her reverie and she turned to see the baby dragon looking inquisitively at her. "What was that all about?"

Twilight groaned. She had enough problems on her mind without trying to seek advice from one who started drooling whenever his crush so much as glanced at him.

"Nothing," she replied, trying to shake him off. "Come on, as long as Dusk isn't here, I might as well try and catch up on my own studies."

"Oh, no you don't, you're not getting off that easy," he insisted. "What was that all about?"

"Spike, I don't know what you're talking about," she lied, trying to walk away upstairs.

"You know exactly what I'm talking about." He barred her way to the stairs. "First, you were making nice with Dusk, the next you go all CSI on him when he brings up Rarity. How come?"

"It's not important Spike, now get out of my way." She levitated him aside and tried to move off again.

"What, are you jealous or something?" Spike slid back in front of her, in the pose of a model lying in front of an artist. "Come on, Dusk is nuts about you and he knows Rarity is my gal. He wouldn't try and move in on her."

"I understand that perfectly, now drop it!" On this, she conjured a hole in the floor beneath him and dropped him into the basement.

She was half way up the stairs when she heard the basement door fly open and looked to see Spike, panting from sprinting up them.

"Well then…" He panted and puffed again. "Stairs… gimme a sec…" He took in a few deep breaths and tried speaking again. "Well then, why were you acting so uppy back there?"

"I was not acting uppy!" she snapped. "Dusk is perfectly at liberty to spend his time with whomever he pleases, now will you let it go already!"

"Twilight, something's up with you about Dusk, and I wanna-"

"Just forget it, go prim the roses or something." For extra measure, she opened a window and levitated him out, dumping him unceremoniously on the ground outside.

She continued on up the stairs into her room, sighing that she could finally have a little peace to think for herself and what exactly was happening with her and Dusk…

Until Spike climbed in though the window. "Ha! We don't even have any roses!"

Twilight groaned again. "You're not gonna let this go, are you?"

"Nuh-uh," he said, with a shake of his head. "Come on, what's on that planet-sized mind of yours?"

In the end, Twilight conceded. Though Spike wouldn't exactly be her first choice for seeking relationship advice, he was also the friend she'd known longer than most. Perhaps he would have something helpful to say.

"I don't really know Spike," she admitted, as the baby dragon waddled over. "I guess… I don't know, I was just bothered when Dusk said he hadn't gone to spend time on his own, like he said."

"So… you're upset because he lied to you? Cause, you know, I'd never do a thing like that." His face fell when Twilight raised her eyebrow. "Yeah, yeah, no need to bring that up again.

"I don't think he really meant to be dishonest, I think he thought it was okay that he changed his mind," she deduced.

"So… you don't think that you're jealous-"

"No, I am not jealous!" she snapped.

"Okay, okay, chill out crabby," he placated.

"I am not crabby!" She realised she cut off Spike again and blushed sheepishly. "Sorry…"

"Right then, so…" He paused and when there was no outburst forthcoming, he continued. "So why do you think you're bothered by this?"

Twilight thought for a moment. "I guess, ultimately, I'm just confused as to why he didn't come back here if he wanted some company. I mean, I am his marefriend after all and we could have done something productive together."

"I see," Spike muttered, in the tone of a psychiatrist analysing a patient. "Maybe he just wanted some different company, for a change."

"What? Why? Am I not good company?" she asked in quick succession.

"Oh, no! You're great company! Most of the time," he added, hurriedly moving on. "But maybe the guy just wants a change of pace."

"But why would he? It's always peaceful here, and he and I always have a great time studying together," she reasoned. "Why would he want that?"

"Well, maybe that's the thing," Spike suggested. "Maybe he's had his fill of studying for a bit."

"What?! Oh come on Spike, that's ridiculous," she dismissed. "This is Dusk we're talking about, the stallion who shares almost every interest I do. We're practically the same pony!"

"Yeah, but you're not the same pony. In more ways than one," he added with a slight blush.

She flushed too when she figured out what he meant. "Spike!"

"What, I'm just saying!" he insisted, quickly moving away from that. "I still stand by what I said, though."

"What? But… how can he think that? He likes reading and learning just as much as I do, especially now he's Luna's student."

"Maybe, but when you've been spending most of your days doing almost nothing but practicing and studying, even if he does like it, he's gonna want a break from it," he pointed out.

"But he always liked reading," she repeated.

"I always like ice-cream, but there's a point where, if you keep eating it, you get brain freeze eventually." He puffed out his chest proudly. "Doesn't stop me though."

"Okay, say you're right, which I still doubt you are," she emphasized. "why wouldn't he just say so in the first place?"

"I dunno, I guess he just doesn't wanna hurt your feelings or something… or he's just scared in case you blow your top off," he added.

"What? When have I ever done that?"

"Seriously? I'm gonna need more parchment if you want me to do that list." He raised his claws when she was about to yell. "Look, if you don't believe me, why don't you go ask him yourself? He should just be at the Boutique."

"You know what? I think I will, then we'll see who's right about this!" she declared. "You keep an eye on things here, I'm gonna go settle this."

"You do that. Have fun and tell Rarity her beloved sends his best," he added dreamily.

"Sure, I'll get right on that." Twilight rolled her eyes, making her way out the door and following Dusk's path.

As she walked along, the crisp autumn breeze blowing through her mane, Spike's words got her to thinking. Though she still didn't entirely believe them, it was her relatively scientific mind that encouraged her to think of every possible hypothesis. Could Dusk really be fed up with spending time with her, to the point where he would seek out somepony else's company in order to break up the monotony? It was plausible, she knew herself doing the same thing repeatedly could get boring after a while.

But somehow, she couldn't really picture that happening with Dusk. He'd always been just fine with how things were before, working with her and Spike every day at the library. He always kept himself upbeat and cheerful, ready to complete whatever task he was assigned. He'd helped her with her studies quite a bit, quizzing and practicing spells and he'd never complained about that. In fact, she remembered how eager he would be, then he would blush in embarrassment from his willingness to assist. That always made her smile.

If he was getting bored of the routine, he would tell her. Yet she knew that wasn't entirely true either, for he was usually known for keeping his opinions and his views to himself unless prompted otherwise. Even if something was on his mind and bothering him, he'd still remain silent about it unless, again, he was asked about it. He'd been off on his own, moped about his problems, but had never actually come to any of their friends or her about them. Probably because, in his mind, they weren't worth bothering with.

He still hadn't talked to her about… him. She knew, of course she'd listened at the door when she'd learned about it. She hadn't breathed a word of it to anypony else, but nor did she know how exactly to talk to Dusk about it. How exactly did you talk about something… like that?

Twilight shook away those particular thoughts for now, for it was too unpleasant still. He'd also shown that he could be timid and shy regardless of the situation, unless sometimes in one of extreme pressure or danger, then he'd be more likely to step up, if a little reluctantly. So the question remained, was she right in thinking about this?

Hopefully, that question would have an answer soon enough, for Rarity's fashion establishment was already in sight. Time to settle this, she thought to herself, stepping inside with a ringing bell announcing her arrival.

"Coming!" Rarity sang from upstairs, a smile growing when she saw who it was. "Why Twilight, hello darling. How lovely to see you!"

"Hey Rarity," she greeted politely. "Were you in the middle of something?"

"Actually, as a matter of fact, I've just come up with a new line of gowns. Wait till you see, it's simply smashing!" She eagerly led her to her work room, all the while Twilight looking around for Dusk.

The fashionista proudly displayed a line of five dress forms, each dressed in corresponding coloured dresses and accessories. She cast her gaze around the room, saw no sign of her coltfriend and returned her attention to the gowns, just so to be polite. Besides, Rarity usually had something good to show where clothes were concerned

"Wow, these look really great," she remarked. "I'm sure everypony will love this line."

"Don't they just?" she said proudly. "I've decided to call it 'full spectrum fashions', something simple, but done afresh. An idea I wouldn't have had without…" She scowled for a moment before pasting on a smile. "Well, anyway, enough about that. Was there something you wanted to see me about or did you simply pop round to say hello?"

Twilight was a little confused about her reaction there. From the way these were presented, it seemed clear there was only pony who could have possibly inspired her for such a thing and she'd never expressed any hostility towards Dusk before. Had something happened here? Did they have a fight and he left, was that why he wasn't here?

"Actually, Dusk said that he would be here and I wanted to talk to him about something."

"Oh, I see now," Rarity said slyly. "Hoping to find your dearest and take him away for a little quiet time?"

"Rarity, it's… it's nothing like that," she mumbled, her cheeks beet red.

"Oh no, I understand completely, I won't pry," she assured, but with a wink. "Oh, you two are just so sweet and he's quite a catch, I must say. I'm a little jealous myself, I must confess."

"Rarity!"

"I'm only joking dear," she placated, still smiling. "But I think that only shows how deep your connection is, wouldn't you agree?"

"We've only been dating for a few weeks," she reminded her.

"Aren't you the one who's always saying it's quality, not quantity that matters?"

"I was talking about work and studying."

"And why, pray tell, would this be any different?" Rarity tittered again at Twilight's silent, bemused look. "Well, if you did want to find Dusk, I'm afraid you just missed him."

"Really? What happened? Did you two have a fight or something?"

"There was a fight, but not between myself and your coltfriend," she elaborated.

Rarity went on to explain how, after various messes and tiffs that she had caused, her younger sister Sweetie Belle had, effectively disowned her, stalking off in a fit. Dusk, who had arrived shortly after, hadn't even said one word to her before he'd taken off after her, leaving her to deal with her own problems by herself.

"And honestly, considering how close we are, it was quite out of character for him to do such a thing," she finished. "Not even one word of comfort or gesture to assist, he just gives me a look like I intended to usurp royalty and abandons me completely."

"Shouldn't he have?" Twilight asked. "From the sound of it, I'd say that Sweetie Belle was the one in need of comfort."

"And yet, she was the one who suggested that we would both be better off sisterless," Rarity pointed out. "We were both very clear on where we stood on that and I think she was more than happy to make that decision, as was I."

This shocked her greatly. Twilight, having an older brother herself, could safely say that, if he announced he no longer wanted to be her sibling, she would be far from happy.

"Rarity, how can you say such a thing?" Twilight asked incredulously. "She's your little sister!"

"She is and, from the first minute she arrived here, she has caused nothing but problems for me," she informed with an angry look on her face. "I mean, take this room for example. Before, everything was exactly how I wanted it, then Sweetie comes along and now look at the place!"

Twilight looked to see everything packed neatly away, stacked appropriately and in order. In short, her idea of perfection.

"Yes, a huge problem," she muttered.

"Exactly!" she declared, not picking on her sarcasm. "Things are far more peaceful now that she's gone and I think I can safely say that this is how I prefer it. I'm sure she feels exactly the same."

While that did sound harsh, the purple unicorn wasn't entirely convinced. Somehow, Twilight didn't think that sounded completely genuine. There was a bit of a strain in Rarity's voice when she said it, a small hint of regret in her eyes, something that didn't make Twilight feel too badly for her or angry towards her.

She'd just gotten into a fight, even she and Shining Armour sometimes had their little disagreements, but they'd always found a way to compromise and forgive each other and they had been rare. She didn't know how things were between Rarity and Sweetie, but she felt that, soon enough, they'd seek resolution to this too.

Hopefully, Dusk would have some part in that. He usually did.

"If that's what you think…" she said simply.

"It is," she replied firmly, but again, Twilight wasn't convinced. "Anyway, I think that's quite enough of that unpleasant topic. Let's move on to something else?"

"Like what?" asked Twilight.

"Well, you of course dear and of course our… mutual friend," she said with another wink. "I mean, it's been ages since I've seen you dear, we haven't had a proper chance to talk in a while."

"Oh, yes!" In the wake of that news, Twilight had almost forgotten the reason she'd come here. "Sorry, it's just… I'd have thought you'd have heard from Dusk about… well, us."

"I know and I have, but I don't see him all that often these days either." She prodded her playfully. "You've been keeping him all to yourself Twilight, that's very selfish of you."

"Right… sorry," she muttered, a little uncomfortable with Rarity talking about Dusk like this. He was her coltfriend, not Rarity's.

"Oh it's fine dear, we can make up for it now," she went on. "I've heard all about Dusk's side of things, but I'd also prefer to get a view from the other side so to speak, have a little bit of maretalk about it, hm? If you have the time, of course."

"Um… I guess," Twilight shrugged. She had come to talk about Dusk, it might as well be with probably the best experienced romantically out of all of them.

With that sly smile still on her face, Rarity led her back downstairs to the kitchen, where the two of them took a seat by the window. The debutante pressed her hooves together and leaned eagerly across the table.

"So, Twilight, after some considerable scepticism on the subject, how are you enjoying your romantic relationship with your special somepony?"

"Well… it's better than I thought it would be," she said honestly.

"Always a good sign, to be sure," she agreed. "I knew you two would be good together. All it took was a little effort on my part to help you along."

"I gathered, yes," she said. "You did seem to help quite a bit."

"Oh, I only did what I thought was necessary, not to say I didn't do a marvellous job anyway," she added, "but the final efforts, your first kiss, that was all him and you. How was it, by the way?"

"How was what?"

Rarity blinked in surprise. "Your first kiss, dear, that moment that shall stand forever in time for the two of you." She leant back a little, eagerness still shining in her eyes. "How did you find it? How was he?"

Twilight couldn't help, but blush a little into how personal Rarity was getting with this.

"I um… enjoyed it," she finally said. "And he… well, he was… wonderful…"

"Ooh, I knew it!" Rarity squealed. "I'm so envious of you, Twilight, you have no idea. I can only imagine the moments you two have shared together…"

"Oh, those have been great!" Twilight said, a little more enthusiastic now. "We read together, study together, practice magic together. I really think we-"

"Wait, wait, hold on dear," she said quickly, stopping her. "You read… and study in your time alone together?"

"Well, of course. We're both students to princesses and we both like learning anyway, it's only fitting," she shrugged.

"Yes, I know but, what about your dates?" she asked.

"Dates? What do you mean?"

"Going out for a romantic dinner, seeing a film, night time walks through the quiet streets of Ponyville, things like that," she explained. "You must have done something like that."

"Of um… of course!" Twilight said quickly, not wanting to seem ignorant. "Well um… we um… there was when we… um…"

"Twilight, you don't mean to tell me that you… haven't been on a date?" Rarity whispered incredulously.

"Um… I suppose, in the sense that you describe it… no," she admitted.

Rarity gasped as if she'd announced fashion had been outlawed by royal decree. "But Twilight, how can that be possible?! I would have thought that, even after a few weeks, you two would have at least ate breakfast at a café, even just relaxing in a meadow. I can't believe you haven't had a proper date yet!"

"Hold on, what's wrong with how we've been doing things?" she asked indignantly. "I think we're doing just fine with our study sessions together."

"Twilight, I'm not saying that you aren't, but… I'm not one to judge, but-"

"What do you mean? You judge things all the time," pointed out Twilight. "Just yesterday, you criticised Fluttershy's mane because she'd added a little more length to the right, rather than the left."

"I simply offer my opinions where I feel they are valid, nothing more," she countered.

"How is it valid here then?"

"I think that, and don't take this the wrong way dear, but surely spending time doing nothing but reading over some dusty old books would surely get… well, dull after a while," she voiced.

"Well, it hasn't," she insisted, trying to ignore Spike's words echoing in her head. "Dusk and I are enjoying the way we do things just fine, thank you."

"I'm sure you think so, but if I were to ask Dusk, would he say the same thing?" she asked.

"I can guarantee he would," she said firmly, until she thought a little about the question. "Wait… he hasn't said anything to you about it?"

"Not to me, no, but you know how reserved he can be at times," she pointed out. "Why, should he have said anything?"

"I would have thought that, since you two are pretty good friends," she emphasized pointedly, "that you might have talked about it at some point."

"As I said dear, I haven't seen all that much of either you or him, so I wouldn't know," she reminded her. "Why, do you have reason to think that he might say otherwise?"

"No!" she replied, a little too quickly. "I mean um… I suppose… not really."

Rarity's expression became a little more scrutinizing as she leaned in again. "Twilight, may I ask you one last thing and please answer me honestly?"

"Sure, what is it?" She felt a little tentative from some tension.

"From your study sessions and reading, have you actually asked Dusk if he enjoys how you spend time together? Do you know, for absolute certain, that he likes them to the same degree that you do?"

Twilight, at first, was going to answer that yes, he did… until she stopped and thought about it. She enjoyed his company so much, that she never really considered it all that much even the possibility that he might not be. She'd just assumed that he found happiness in it just as much as she did, no matter what it was they were doing. She always thought of him as eager and enthusiastic to learn from her and his new teacher.

Now though… she remembered how embittered he had been recently, how he seemed a little fearful when she mentioned doing more studying, how, throughout all that time they'd spent doing it, never once had she actually stopped to ask him if he wouldn't prefer to do something different. She hadn't even thought about it, but now… now it just seemed a lot clearer.

So, Spike was right all along, as was Rarity. How fitting… and a little weird. But was there still a chance…?

It was this that made her answer, very quietly and a little shamefully.

"No… I haven't."

"I see." Rarity moved back again, her expression unreadable.

"But… you might still be wrong, he might agree with me," she added quickly.

"Fair enough, he might really be fine with it. If not then, if I might suggest, you'll probably want to change that a little."

"Yeah… I agree." The way she said that made Twilight a little scared, perhaps more so than she realised and she began to think of what she had to do, some panic creeping in every second.

Hopefully, if a problem actually existed, she'd be able to rectify it… before it was too late.

* * *

Dusk tried his best to keep his composure, whilst being led around Sweet Apple Acres by Applejack and Apple Bloom, Sweetie Belle trotting by his side. He normally wouldn't be so anxious while doing this sort of thing, for he always enjoyed spending time with his friends. It's just that, for this particular occasion, he wanted this done and as quickly as possible, for he had an urgent matter to attend to.

Things were okay with Twilight, which he considered to be a genuine relief after her reaction the previous day. She hadn't even mentioned that, so Dusk assumed that they were just going to move on and forget about it. She had appeared shocked when he'd first asked her if he could do this, but she'd quickly pasted it over with a smile and had given him permission to attend the Sisterhoof Social to help out Sweetie.

"Just remember," she'd said to him, in a rather strained voice before he'd left, "you and I have still got practicing to do. Don't forget!"

Wondering why her bright voice sounded so forced, Dusk replied that he wouldn't, not actually looking forward to it all that much himself and had continued on towards Sweet Apple Acres. Twilight's odd mood was another thing he needed to consider, something he had been considering since yesterday, whilst also wondering if there was anything he'd done to upset her. Nothing came to mind and he was left pondering.

He'd find out later, along with fixing another problem that had been inadvertently caused.

Just before he'd left the house, Fluttershy, his other 'little sister,' had stopped by for a little visit, timidly asking if he had the time to come over to her cottage for a bit. He'd been surprised to see her and hadn't actually realised how much he'd missed her. Dusk had been just about to reply that he might be busy, but he'd try to find the time. Then, Sweetie had called to ask him if they were going to the farm and had called him 'big brother.'

Fluttershy had looked as if she'd been slapped in the face, before the same pony had also slapped each of her animals in turn. Rarely had Dusk seen her so upset before and had felt completely awful to witness this. He'd tried to say something, but she had just mumbled that it looked like he was going to be busy and had left without another word, at a much quicker pace. Dusk had also heard her sobbing quietly.

That was his reason he wanted this to be done quickly. It seemed he had a knack for ruining things recently…

"Well, I guess it's a good thing Rarity isn't here," Sweetie said, as they walked along. "Do I see 'uncouth' written all over this contest?"

Dusk looked around to see that, yes, this probably wouldn't be Rarity's idea of fun, but it did look to be rather enjoyable. All around him sister parings, wearing matching neckerchiefs, were participating in smaller events before the larger one, such as pie eating contests and apple bobbing. At least this promised to be fun, if nothing else.

Apple Bloom attempted to move the subject away from that. "Look at the size of that pig!"

"Impressive," Dusk remarked, watching the animal in question have its belly rubbed by another sister pair. "Most impressive."

"He sure is a cutie," agreed Applejack. "And ah ain't just talkin' 'bout the pig," she added with a wink to Dusk.

He blushed when she realised what she meant. "Applejack, please, I have a marefriend…"

"Ah know, ah know, ah'm jus' messin' with ya sugarcube," she assured, playfully nudging his leg. "You go as red as a ripe apple when yer flustered."

"That's the last word Rarity would use. Sweetie put on a mocking impersonation of her elder. "Oh my, what a repulsive monstrosity! This thing needs a head to toe makeover!"

Dusk shared a worried look with the farm pony, who smiled to reassure him. He'd only suggested to Sweetie that they go along to watch Applejack and Apple Bloom. The filly had no idea they were here for another reason entirely, which was all part of Rarity's plan and why Dusk was also wearing a smaller trilby under his larger one.

"I suppose…" he muttered, before realising something. "Wait a minute, pigs don't even have toe-"

He was cut off by a trumpet blast and an excited Applejack. "It's almost time!"

"Well, you two have fun..." Sweetie sighed sadly. "Sure wish I had a sister to run the race with." Dusk chose this moment to pull out the smaller trilby and place it on her head. "Huh?"

"You might not have a sister, but I think an adopted brother is close enough, don't you?" he asked brightly, letting his own excitement flow.

"What?" She hardly dared to believe it. "But, I thought only sisters could do the contest!"

"Don't you worry 'bout that, we decided, just this once, to let a stallion in on this," Applejack put in. "'Sides, ya still got a sister in yer pairing."

"Really? For real?" When she nodded, Sweetie whipped around and hugged Dusk's leg. "Yes, this is gonna be the best!"

"I hope so," Dusk said, leading her to the starting line after Granny Smith, rather clumsily, finished announcing the events.

"Good luck," Apple Bloom wished, standing beside Applejack.

"Now, don't think ah'll go easy on ya Dusk, just cause it's yer first time," Applejack added.

"Don't worry," Dusk replied, deciding to try his hoof at a little sport related trash talk, "we'll be sure to let you two have a small head start, before taking victory from under your noses."

"Yeah!" agreed Sweetie.

"How very gentlecoltly of you." Applejack tensed to get ready, as did Dusk.

This would be his first race since the Running of the Leaves, but this time he wouldn't need to run anywhere near as far.

"And may the best sisters win!" Dusk shared a smile with Sweetie at this. "On your marks..." Dusk crouched in readiness, "get set..." Sweetie Belle matched him, her little trilby wobbling, "Gooooo!"

Dusk and Sweetie were off, mixing in with the pack who soon began to pull ahead. He made sure that Sweetie went ahead of him, keeping his eyes firmly fixed on the first mud hole ahead, for that was as far as he was going. He watched Sweetie bounce through the mud, echoing Pinkie and deliberately tripped and fell into the cold, wet earth.

Luckily, he wasn't the only pony in the same position.

"Good fall," Rarity whispered next to him.

"Thank you." He passed her his trilby and cast a spell that would help him breath. "I now pass the torch to you."

"Once more unto the breach," she returned.

"Hey, that's my thing!" he whispered to her, as she climbed out of the pit, wearing his trilby and lens-less glasses.

"You okay, Dusk?" he heard Sweetie ask. His ears caught them sprinting away, then nothing but the cheers from the audience.

As he had to stay in the mud and the mud had covered his glasses, Dusk couldn't exactly be privy to the events that were happening during the Social. He knew that, from what he'd been able to glimpse before the race had started, there were events that incorporated the team work and cooperation between the sister teams, such as making grape juice, launching apples so they landed into a basket and climbing over a hay bale.

He only hoped that the switch they'd made would go unnoticed by Sweetie until the end of the race at least and that Rarity would be able to work together with her sister until they reached the finish line. She'd obviously been reviled at the idea of having to cover herself in mud for the majority of the race, but she tried to think that it was just like a treatment at the spa and that seemed to make her feel better. That would help get her through to the end.

Until then, Dusk would have to wait in the cold mud, breathing via a bubble that had formed around his mouth so he wouldn't suffocate.

Fortunately, he didn't have to wait long, for after only a few minutes, the cheering had died down, enough so that he could hear the exchange between Sweetie and her disguised sister, who had probably just crossed the finish line.

"Thank you, Dusk! You were amazing! I don't even care that we didn't win. That was so much fun!" There was a moment of silence and a surprised expression from Sweetie. "Rarity?! Wait, where's Dusk?"

Timing it right, Dusk resurfaced from the mud, wiping his glasses clean and using a quick spell to get the majority of the mud out of his fur, walking over to a confused Sweetie Belle and a proud looking Rarity.

"I don't get it," she admitted.

"It's amazing how easily you don't notice somepony vanishing in such confusion," he mused. "That was what we were counting on when we switched places back at that mud pit."

"So, we did the whole competition... together?" Sweetie asked Rarity.

"That we did, little sister." Rarity took a moment to correct herself. "Well, except for the start line."

"But you finished together!" pointed out Apple Bloom.

"You mean... you were all in on it?" They all nodded in affirmative. She looked to Rarity, tears welling up in her eyes. "You did this for me?"

"Us. I did it for us." Smiling her sweet little smile, Rarity's younger sister snuggled into her side in a hug. "Seems you were right Dusk."

"I try my best," he shrugged.

Sweetie was confused again. "Huh?"

"Uh, I'll explain later. For now, I think we deserve a celebration!" suggested Rarity.

"You'll have to do it without me," Dusk said. "I've got somewhere else I need to be."

"Ah, no rest for the wicked?" Rarity asked. "You go on then, you've done more than enough."

"Yeah, thanks Dusk!" added Sweetie. "Thanks for letting me be your little sister for a while and I'll keep practicing my magic."

"I'm sure you'll be great. Good day to you, ladies," he bid, with a tip of his hat before setting off at a quick pace for Fluttershy's cottage.

He knew that he'd said to Twilight that he would be back to practice his magic again once he was done, but in his mind this couldn't wait. Fluttershy was very sensitive, anypony would know that and she'd really been hurt by what had happened this morning. He needed to fix this first and then he would go back to the library.

Besides, he didn't really want to start practicing his magic again yet. Hopefully, Twilight wouldn't mind and would understand.

Thanks to his knowledge of the area and the speed he was moving, it only took him five minutes before the familiar sight of her home came into view, the usual array of critters all playing happily around it. Those feelings of guilt welling up in him again when he remembered her face, Dusk gathered himself before knocking on her door.

Normally, when he came to see the shy Pegasus, she would answer the door nervously before brightening up when she saw who it was. This time though, her face seemed to fall even more when she saw him.

"Oh… hello Dusk," she mumbled. "What… what are you doing here? I thought you were spending the day with… with…"

"That's finished now," he assured her. "I had something more important to attend to. May I come in?"

"Um… sure." She stepped back, a little reluctantly and let him in.

"Right, I ne-"

"Hold on, can… can I say something first?" Dusk blinked a little at her rare, if timid, assertiveness, but allowed it. "Right, I just want you to know that um… even though it… it looked like I was… upset, you know this morning, I really don't mind if this is how… you want things."

"What do you mean?"

"I mean having Sweetie Belle as your… your little sister." She said this as if the words physically hurt her. "I mean, it wasn't right of me to just… call you my big brother and… well, expect you to be okay with that. I understand now. You didn't want to be my big brother and… you just didn't want to say anything. I get that now."

This made Dusk feel even worse. "Fluttershy, I…"

"No, it's fine, I get it," she said quickly, her eyes glistening with tears. "I mean, I've never had a brother… I never had anypony until I met our friends… and you. You were always so… so k-k-kind to me and nice and it just really felt like I… I actually had a… well, you know. It was nice, but like I said, I'm fine… I won't call you that anymore if… if…"

Her speech had been broken up by little sobs and chokes throughout the whole thing, but now she couldn't keep it in any longer. Turning away from Dusk and burying her head in her legs, the tears began to flow freely and she started quietly sobbing, her body shaking and her head bowed.

Dusk felt tears of his own well up in his own eyes, the sheer guilt and shame now higher than the tallest spire of Canterlot. He'd never, ever meant to hurt any of his friends, especially not Fluttershy, in this way. He'd already done enough of that, back when-

_Fluttershy, glaring cruelly at him, kicking dirt in his face and trying to be defiant. "Look at you; you think you're so big and tough. Who's tough now, tough guy?"_

_The magic cast, making those rabbits trample over her while she screamed, magic that he cast deliberately._

_"Certainly not you!" The laughing, that cruel, tormenting laughing, grating away at his mind-_

Dusk screwed up his eyes and suppressed those memories again. It wasn't getting any worse, but it certainly wasn't getting any better either. They were always there, a constant reminder that he had to be better than that, to stop them happening again. He was Unity, it was his duty to his friends and his home to do so, no matter how difficult it was.

It was this that made him approach Fluttershy and place a hoof on her shoulder.

"No, this isn't what I want… and I don't think it's what you want either, little sister," he said softly.

Her crying reduced, but her body still shook and she didn't turn around.

"But… but what about… with…?"

"She had a fight with her sister, I was just trying to help her until she fixed things." He drew in closer. "She was the one who called me that and I didn't want to say anything. But it wasn't exactly something I wanted, that much I can promise you."

The crying stopped, the shaking ended. Now she looked up, tear streaks staining her face, but a smile tugging at the corners of her mouth and hope shining in her eyes.

"So you… you…?"

"No matter what happens, or what anypony says, you are and always shall be, my little sister, Fluttershy," he promised, smiling back at her.

She was silent for a moment. Then, she let out a joyful squeal and threw herself around him. Because it was Fluttershy though, it was barely enough to stagger him and he gladly returned the embrace.

"Thank you, thank you so much… big brother." She pulled back, looking shamefaced. "I'm sorry for acting like that. It was… it was silly of me, but-"

"It's okay," he assured her. "If anything, I'm sorry for hurting your feelings like that. That was the last thing I wanted."

"Okay… apology accepted." She smiled again at him. "I'm just glad we're okay."

"Me too, just… never forget what I told you, okay?" She nodded brightly. "Besides, who says I can't have more than one sister."

"I guess," she giggled. "Well, since you're here, do you want to stay for some tea, maybe a bit of lunch? It's been ages since I've seen you."

"Actually, I-" He was cut off by another knock at the door. "Were you… expecting anypony Fluttershy?"

She shook her head and went to answer and Dusk was quite surprised when she heard her happily say, "Oh, hey Twilight! This is a nice surprise."

"Good afternoon Fluttershy," greeted Twilight, oddly formal. "I hope you're not in the middle of anything?"

Dusk frowned a bit. That sounded like an innocent enough question, but… there was something about the way Twilight said it…

The Pegasus, however, didn't seem to notice. "Not at all. In fact, I have another guest right now too. Please, come in."

"Really, who?" She stepped him and beamed when she laid eyes on Dusk. "Dusk, fancy meeting you here!"

Again, there was something off about that. It didn't seem very natural. It almost sounded… rehearsed. Maybe he was just thinking about it too much.

"Hello Miss Sparkle," he greeted, walking over to her. "I was just on my way back to the library-"

"Oh, I'm sure you were," she replied, cutting him off. "Because I know you said that you just wanted to help out Sweetie Belle, then come back. After a while, wondering where you could possibly be, I decided to go and visit Fluttershy, since I wasn't doing anything and, as luck would have it, here you are!" There was something a little cold in her smile now. "What are you doing here and, you know, not at the library?"

Still wondering why she was acting like this, Dusk was about to answer when Fluttershy cut in.

"Oh, I'm sorry I kept him Twilight, it's just that I was upset about something before and Dusk came over to make me feel better," she explained, looking a little ashamed of herself. "I think he was about to say he would head back, then you showed up and… well…"

Twilight blinked in surprise, but she still kept that smile. "It's okay, I understand completely. That sounds like something my Dusk would do." She stood beside him, her side against his. "He's just so understanding and caring like that."

"Um… thanks," Dusk said unsurely, pondering what had prompted this sudden display of affection. Not that he wasn't enjoying it.

"Oh he is," agreed Fluttershy. "You're lucky to have him, Twilight."

"Yes, I am aren't I?" She nuzzled Dusk's neck affectionately, prompting an even deeper blush.

"Glad that's all sorted then," noted Fluttershy. "We were going to have some tea and lunch, but if you need him back at the library…"

"Actually, now you mention it, I am a little hungry," put in Twilight. "Don't suppose you'd mind having an extra guest, would you?"

"Not at all, the more the merrier," she said happily. "You two make yourselves comfortable, I'll go prepare a few things."

"Take your time," Twilight called to her, as she flew into the kitchen. "Shall we, dear?"

"Um… sure," Dusk said, noting again her rarely used affectionate term. "You sure you're okay with this?"

"Oh yeah, of course," she said quickly. "I think it's important that we do other things together, don't you?"

"I suppose," he shrugged, taking a seat next to her. "Thanks for understanding, Twi."

"It's fine, anything for you right?" she added sweetly.

"The same extends to you," Dusk replied, trying again for a bit of a flirt.

"Aw, you're so sweet," she giggled. "But that's just one of things I really like about you."

"Heh… thanks…" Feeling both flattered and a tiny bit estranged, Dusk shuffled a bit on his cushion.

This didn't escape Twilight's notice. "You okay? Comfortable enough?"

"Sort of, I'm sure it'll be fine in a bit," he added to her.

"I can't have my coltfriend be shifting around like that," she insisted. "Hold on, I can make it comfier for you."

"Twilight, you don't have to-"

"No, I insist. Stand up, I'll fix this." He did as she asked, frowning a little at her while she performed a quick spell. "There, try it now."

Dusk did so and he wasn't sure what Twilight did, but he made a yelp of surprise when he practically sank into the cushion like it was quicksand and ended up being made a few inches shorter than he already was.

"Oh my gosh, sorry! Hold on, let me just…" She tried again and he sunk in even deeper. "Oops, wrong way round, I was supposed to make it harder again…" The pillow felt like a brick wall surrounding him when she cast her spell again. "But not now, because now you're stuck. One more try…" This time, the pillow literally spat him back out and he landed on the floor with a smack.

"Everything okay in there?" Fluttershy asked from the kitchen.

"We're fine, don't worry!" Twilight called back, helping Dusk to his hooves. "I'm so sorry Dusk, I didn't mean to do that."

"It's fine," he said, rubbing his head. "You were only trying to help. I'm sure you'll get it right this time…"

"Yeah, sorry, my mind was all over the place. But then, you know me don't you?" She laughed awkwardly while she cast her spell again. "That should do it."

Dusk sat down and, though he sank a little again, it was comfier. Though he could have done without the favour entirely. "That's fine… thanks Twilight."

"My pleasure, anything for you," she repeated, laughing awkwardly again and forcing a smile, which Dusk weakly returned.

Dusk was again wondering why she was being so affectionate. She usually was, but not to this degree. The rest of the time, she just acted as she normally did, with the occasional flirt or kiss on his cheek, but she didn't really have pet names for him or anything like that. She certainly never did anything like what she did before, unless she thought he needed it. The cushion incident just seemed unnecessary.

He sort of preferred it like that, but having her act like this was rather… strange.

Oh well, he thought to himself, when Fluttershy came out with the tea and some grass and dandelion sandwiches. Maybe he was overanalyzing it and soon she would return to her normal self.

"Are you sure everything's fine?" Fluttershy asked. "I don't mean to sound like a bother, but it sounded like somepony hit the floor pretty hard in here. Neither of you fell did you?"

"No!" Twilight's answer was both quick and loud, so she corrected herself, flushing red. "I mean… no, not at all. Everything's fine."

My head would say otherwise, Dusk thought, rubbing it but not saying anything.

"Alright then, sorry I asked." She set down the plates and tea, sitting opposite. "I hope you like these, sorry if they're not great. I didn't want to keep you waiting long…"

"I'm sure they're fine Fluttershy," Dusk assured her gently.

"Yes, me too," put in Twilight, scooting a little closer. "We're both appreciative of your efforts, Fluttershy."

"Indeed," Dusk agreed, blinking at her input as he picked up a sandwich with a spell, almost exactly the same time Twilight did. He was about to have a bite, when…

"Hold on, I just gotta check something." Twilight yanked the sandwich away with her own aura, lifting the bread and scanning the fillings. "Oh no, I have one more dandelion flower than you!"

"Twilght, it's not a problem-"

"Yes it is!" she insited. "The dandelion is the best part, now you don't have as much as I do, so you won't enjoy your sandwich equally!

Fluttershy gave a little gasp. "Oh dear, I didn't realise…"

"It's fine, you didn't know," she comforted. "Hold on, I'll soon fix that…" She lifted out the fillings of both sandwiches and held them before her.

Dusk tried to say something, but she kept holding up her hoof to silence him while she concentrated. Resigned to simply watch, Dusk tried to keep track while Twilight started to sort through the fillings, now and again muttering to herself out loud in thought. She moved grass here, added dandelion there, mixed the two together, separated them both, added them again, spun them around, turned them around, mixed them up, diced them up, sliced them up-

Dusk's headache was getting worse just from watching and he just gave up trying. Fittingly, this was around the same time Twilight finished and put the sandwich back down on his plate, beaming happily.

"See, now we both get equal sharing!"

To Dusk, neither sandwich looked that much different than before. But, not wanting to seem unappreciative of her efforts, he took the sandwich and smiled his thanks when he took a bite out of it, just glad to be eating.

"Phew, I'm relieved that was solved," put in Fluttershy, taking one of her own. "I almost messed it up for you two."

"Again, it's fine, you didn't know," Twilight said. "Just be a little more careful in future."

"Oh I will, I promise," she said quickly.

"It wasn't such a big problem," Dusk murmured, levitating the tea pot over.

"I can get that for you Dusk," Fluttershy suggested. "You're my guest, so I think it's only fair. Also, I need to make up for the sandwich fiasco."

"It's fine, you don't-"

"Wait!" Twilight put in. "_I'll _do that for you, dear. After all, I am your _marefriend_."

"Oh yes, of course, that was rude of me to assume," Fluttershy muttered, backing off quickly.

"Twi, I appreciate it," Dusk said, "but you really don't-"

"Don't be silly, of course I do," she said in response, along with a nervous laugh. "What kind of marefriend would I be if I didn't?" Without waiting for his say so, she levitated the pot and started pouring him a cup. "So, what happened before I showed up? What were you guys up to?"

"Not a whole lot," Dusk said, starting to get a little alienated by her strange behaviour.

"Actually, Dusk came to visit me after the Sisterhoof Social," Fluttershy put in. "I was upset about… well, it was kind of silly, really."

"Not if I hurt your feelings because of it," Dusk pointed out. "You were really sad about it."

"I know, but it wasn't entirely um, your fault," she replied, "and, now I think about it, it wasn't such a big deal."

"It is where my little sister is concerned."

"In all fairness though, I really should have-"

"Anyway," Twilight cut in loudly, "what exactly was it you were upset about?"

Alienated and annoyed, Dusk thought to himself. Twilight was never normally this rude when it came to talks with their friends. That was usually Rainbow or Pinkie that couldn't wait to speak about something.

"Oh. Well, um, you see," Fluttershy stuttered, equally taken aback from Twilight's impatience, "I heard Sweetie Belle calling Dusk her big brother and since me and him are… well, you know, I thought that he'd… replaced me. It was silly of me, I know that now, I shouldn't have thought like that, but I just… um… sort of…"

"I see, I see," Twilight replied, still pouring the tea. "So, how did you two sort that out in the end?"

"I just came over, said I was sorry… that's about it," Dusk told her.

"Right, right." She was silent for a bit, the only sound came from the liquid splashing into the cup. "So, what about after?"

Dusk was confused. "After what?"

"After you two made up? How did you end on it?"

"I still… don't understand what you mean." He looked at his cup and noticed something. "Um, Twi?"

"I mean, did you shake hooves, did you just say sorry, what did you do?" she asked in quick succession, her attempt at a casual tone gradually leaving.

"We… hugged-"

"I hugged him, really," put in Fluttershy.

"But that's it." He raised an eyebrow at her. "Why did you want to know?"

"Oh, no reason, I'm just taking an interest in what you do, that's all."

"Um, Twilight," Fluttershy whispered, "I think you should-"

"Hold on Fluttershy, I'm talking to Dusk right now," she interrupted curtly.

Dusk knew what she was trying to say and tried his hoof. "Twilight?"

"What? Is it wrong for a marefriend to take an interest in her coltfriend's life?"

"Twilight!"

"No need to raise your voice Dusk, I think it's perfectly natural for me to-"

"Twilight, I'm trying to- AGGGGGH!"

Dusk's scream was what made her finally notice that, because she had been so distracted from the conversation, that she had not only she overflowed his cup, but she was still pouring from the teapot and gradually moving it away from the table because her concentration was off. Unfortunately, it had been right above his lap.

"Oh no!" She stopped immediately and pressed a hoof to her mouth. "Are you okay?"

"Ngh… yes," Dusk replied, once the pain subsided. "I'm… I think I'll be… ugh…" He clutched his head again, trying to shake off his headache.

"Oh my, that sounds bad." Fluttershy hurried around the table and hovered over him, examining him. Dusk could see, behind her, Twilight had started to move forward and was now silently fuming about something. "Ooh, I think you have a headache."

"It's nothing…"

"He's been getting those for a while," Twilight informed her, still sounding put out. "Ever since he started taking lessons with Luna. She's been putting him through his paces."

"Oh dear, you poor thing." Her pitying gaze was suddenly replaced by a stroke of inspiration. "What you need is a bit of time to relax and I know just the thing."

"Really, you don't need to-"

"Actually, I think she has a point," Twilight agreed. "You need to do something that'll help relax you, put your mind at ease for a bit. Something the _both _of us can do."

"Right…" he replied, noting the emphasis she put on that. "What did you have in mind, Fluttershy?"

Though he did ask, he had a guess at what she would say before she said it. "Come on, you need a trip to the spa!"

* * *

Dusk felt truly relaxed now he was at the spa. When before his head had been drilling away from all the stresses that had been weighing upon it, thanks to both Luna's teaching and Twilight's insistence on the practice, it had now been soothed to the point he could barely notice it. A massage, session in the steam room and now some time in the Jacuzzi were taking care of that.

Considering as well that there was still some mud in his fur from his session at Sweet Apple Acres, getting properly clean was an added bonus.

It wasn't just the relaxing treatments that had helped though. He had hoped that a little session at the spa would be good for Twilight too and, while she had agreed with that, she had taken the exact same treatments that he was. She'd been right next to him on the massage beds, warning the masseuse to keep her hooves above his waist and in the steam room, which had felt even hotter with her directly beside him.

Normally, he would have been glad for the added time she was spending with him and for the closeness they were sharing, but now he was starting to feel a little uncomfortable with just how close she had been getting almost from the second he'd seen her today and how… well, protective she was being. He hadn't really taken notice before, but now he could really see how possessive she was starting to get, how determined she was to spend every second with him.

The question was what exactly had brought this on. She was usually just fine at the library, both when they were working and when he left for a bit to get lunch. She'd always been okay with that before, but why was she now so dead set on not letting him have even a moment to himself? Why was she acting so hostile to other ponies, not just to strangers, but to their friends as well? First to Rarity yesterday and Fluttershy for some of today.

What was wrong with her and what's more, what exactly should he do?

"Ah Dusk, finally having some time to yourself?" He looked to see Rarity climbing in the hot tub with him.

"Hey again Rare. Yes, I am," he affirmed, lying back in the hot water.

Rarity and Sweetie had been here when they arrived. The younger had started towards them, but the elder had held her back, obviously wanting to respect their privacy. All the while though, Dusk had occasionally caught her looking over at him and Twilight, always averting her gaze when he noticed quite easily. Subtle, but he'd noticed still.

Sweetie was now getting a hooficure on the other side of the room and Twilight had gone with Fluttershy for a mud bath. After Dusk had declined, saying he'd been in enough mud for one day and the Pegasus had politely asked her to come, Twilight had to go off with her, leaving Dusk on his own for the first time in what felt like an age. In his mind, he felt that was what had helped relax him a little since she'd left.

Rarity, obviously waiting for some chance, had now come over. So, what was she now looking for?

"Always a good thing, to be certain. Especially when the place you get it at is the spa." She let out a sigh and sank into the water. "There really is nothing like it."

"Can't argue with that," Dusk nodded. "How are things with you and Sweetie now?"

"Oh wonderful, things couldn't be better," she told him happily. "She was at first a little reluctant about the idea of the spa, but I managed to convince her otherwise."

"That's good, but remember it's not all about you," he reminded her.

"I know, that's why we came to a compromise. We spend some time at the spa, but she gets to be the first to style my mane when we get back to the Boutique," she reported.

"That seems fair," he agreed. "I never really understood the appeal of doing anything like that with a mane, really, if you don't mind my saying."

"It's quiet fun really, a chance to be creative." Her eyes lingered on his. "I'm sure that, if you give me the chance…"

"Rarity, we've discussed this. I know you mean well, but I prefer my mane as it is."

"Fine, fine, your loss darling," she shrugged. "But pleasantries aside, I think you and I know why I'm here."

"I'm… not entirely sure what you mean," Dusk replied, not dishonestly.

"I think you do, because I've been watching you and Twilight since you came here and I've seen enough to know that things aren't quite right with you two."

"Oh… you noticed?"

"I did. Now, what's happened?" she asked promptly.

"I'm… I'm not entirely sure Rarity. I don't even know if there even is a problem," Dusk admitted.

"Well, explain it to me as best you can," she encouraged. "I'll do my best to advise on the situation."

With the occasional pause for thought or just general embarrassment, Dusk told Rarity about Twilight's rather strange behaviour, explaining that, while enjoyed the two of them being close, what she was doing now just didn't feel natural to him. Rarity just listened, her brow furrowed in thought until he was finished.

"I see…" She thought for a few more moments before continuing. "I think I know what's happened here and I think you should talk to Twilight about it."

"What is it though?" he asked.

"That's not my place to tell you, it's hers," she dismissed. "It's not for me to tell you and it's for you to find out. I know it might be difficult, but you need to speak with her about this."

"Right…" Dusk wasn't exactly thrilled by the prospect. How was he supposed to bring this up without offending her?

Rarity seemed to sense his discomfort and placed a hoof on his shoulder. "Dusk, I know it may not seem everything is perfect right now, but remember that, no matter what happens, you two are just beginning your relationship and your still learning."

"That much I do know," Dusk muttered sadly. "Look at me, I don't even know what's bothering her. What kind of coltfriend am I?"

"One that cares enough about his marefriend that he's willing to try and find out," Rarity said. "He might not be the most experienced, but that doesn't mean he can't be."

"You… you think so?"

"Have I ever lied to you

"I… I suppose you're right." He smiled gratefully at her. "Thanks again Rare."

"My pleasure darling. After all, somepony needs to help you along a bit."

"Ahem." Their heads shot up to see Twilight, her eyes fixed on Rarity's hoof. "You don't mind if I cut in, do you?"

"Not at all Twilight, I was just getting out," Rarity said, removing her hoof at once and retreating away, but not really losing her cool. "I'll leave you two alone."

"Thank you." Twilight watched her leave, then climbed in next to Dusk. "Hey Dusk, did you miss me?"

"Yes, um, I did…" Even in the wake of Rarity's conversation, Dusk knew this wasn't going to be easy to bring up.

Twilight didn't miss his discomfort. "What's wrong? Is the water too hot or do you want to go somewhere else?"

"No, no, I'm fine, really. It's just…" He sighed, took a deep breath and turned to face her. "Twilight I… I need to talk to you about… something."

"What about?" Suddenly, dread formed on her face. "Oh no, you've noticed haven't you? Oh, Fluttershy was right, I didn't want to admit it, but she was right."

Now as well as feeling bad, Dusk was confused. "Noticed? Noticed what?"

"Noticed this, all I've been doing. I tried but… but…" She groaned in distress and looked worriedly at him. "Dusk, I'm so sorry that you've been getting tired of doing nothing but studying, but I tried, I really tried to go along and do something different. I don't want this to end, there's still so much we need to learn, so much we need to-"

"Twilight, wait." Though his voice was quiet, it was enough to silence her. "Please, don't start getting worried again. I don't want to… to end this, that's the last thing I want. But explain to me, please, what you mean by what you've been trying to do."

Twilight still looked a little panicked, but she shook her head, took a few breaths and turned to look back up at him.

"Okay… well…" She paused for a moment before resuming. "I went to Rarity's yesterday to try and find you, because of something Spike said to me and later, I got the same thing from Rarity. I didn't believe it at first and I tried to see something that might prove otherwise, but I had to accept it. From almost the second we became a couple, all we've ever done with our time is study and practice magic. I enjoyed it though, I thought it was really fun and I thought you did too… turns out I was wrong.

"So today, after you left to do the Sisterhoof Social, I followed you, to see what you would do. If you came back to the library, then it would prove I was right and you weren't bored of studying… of me. But you didn't. You went to see Fluttershy and I got scared. I tried to do something with you, spend time as a couple that wasn't reading a book, like they told me I should do, but I just kept messing it up. I should have realised sooner, but I was too busy caught up in what I was enjoying to ask if you felt the same."

Dusk caught a tear trickling down her cheek. "I'm sorry I never noticed sooner, but… I don't want this to end… I don't want it…" She bowed her head, but Dusk could see her face still reflected in the water.

Recalling now all the times he had been annoyed or frustrated with his studies, Dusk felt truly awful for feeling like that. Once again, he'd inadvertently hurt somepony and made them worry, because of his ignorance and his lack of action. They'd only been like this for a few weeks and he had no idea it meant this much to her already, in a sense at least. His first thought was to wallow in his shame and perhaps even leave completely, just as he usually did.

But no. Not this time. Not anymore, not when he still had a chance to fix this. To be honest and speak his mind. It was this that drove him to gently lift up Twilight's head by her chin and lock his emerald eyes with her violet ones.

"Twilight, I… I had no idea. I guess that's just me being an idiot, as usual," he added. "But I'm not entirely blameless. I should have spoken to you and said something, but I didn't want to disappoint you, I hate doing that. I don't mind studying with you, I really don't, but… if I'm going to be honest, and please don't hate me for this, I… I wouldn't mind… doing something different with you, now and then. Not all the time, we can still study and I still want to be with you, but… well… something else different wouldn't hurt."

Twilight sniffed, but hope was returning to her face. "R-really? You… you're not bored with me?"

"Twilight, I could never be bored of you. That much I can promise you." His hoof drifted until it found hers. "But I just don't want to study with you, which I still like, mind you. I want to make our time special, memorable because… because you… you're special and exceptional to me."

He hoped that wasn't too much. Would she be mad at him, exasperated with him because she saw what he said as corny? Had he ruined things completely when he could have-

His thoughts were cut off when Twilight pressed her lips against his. Shocked, but relaxing into it, he felt her feather lips caress his and remind him of just how true what he had said was. When they broke apart, she was smiling again and so was he.

"So… we're good?" he asked.

She giggled and snuggled into his neck. "Yes, we're good. Thanks for being honest with me. Eventually," she added in a mock annoyed tone.

"Yeah, sorry… I can be an idiot at times."

"I know, but you're my idiot," she said, with a slight blush.

Dusk relaxed into their moment… until he noticed that everypony in the spa was staring at them. Some, like Rarity and Fluttershy, had adoring looks on their faces, others like Sweetie Belle, were disgusted at the public display of affection.

Twilight noticed too and glared around at them all. "Do you guys mind?" They all hurriedly returned to business and they returned to theirs.

Back at the library, they started to dictate their report to Spike.

_Dear Princess Celestia_

_Like when you have friends, having a partner means the two of you should share time together and do what you enjoy. However, even this can get a little tedious after a while, no matter how much you might enjoy it and can ruin things for the both of you. But you need to remember to be honest and to say what you think, otherwise no problems will be fixed and neither of you will be happy._

_Find something else you both like and share in that, but always remember to make it special and wonderful, because that's how it should be._

_Your faithful subjects_

_Twilight Sparkle and Dusk Noir._

"Great, that's the soppy quota met," Spike remarked when he had finished. "Right, I'm off to see Rarity."

"The Boutique is certainly getting popular these past few days," Twilight remarked. "Why the sudden visit?"

"For one thing, it gives me a break from you two and, because everypony's got reports to do now, I'm a busy dragon," he told them. "Besides, do I need an excuse to gaze upon true beauty."

"I suppose not," Dusk shrugged, allowing his own gaze to linger on Twilight as she blushed. "Have fun Spike."

"He's certainly determined, at least," Twilight noted when he'd gone. "So, do you want to practice some more or do you want to do something else?"

"Actually, I want to show you how much better I've gotten." He let her stand back and proceeded to proudly show her the extent he'd improved since practicing with Sweetie Belle the previous day. "You see, I don't neglect my work entirely."

"You certainly don't." She beamed happily at him. "Dusk, this is a great improvement, well done. How did you manage it?"

Dusk only smiled. "I guess I just needed a little imagination."

* * *

Well, glad those two got that sorted out. For the most part at least, but they still have much to learn.

Now, my writing may be hindered a little for a bit, as I've got a play coming up I need to prepare for, but I'll still try and get as much done as I can.

Next time, Cutie Pox and don't forget to review!


	8. Cutie Pox

**Cutie Pox**

"Thanks for helping me out Zecora," Dusk said to the zebra, just as she was leaving. "I really appreciate this."

"My friend, it is always a pleasure to help you, that much is true," she replied calmly. "Allow me some time to pick the ingredients in their prime and, with no time to waste, I shall return post haste."

"You can take your time, I… ugh…" He clutched his head again when the pain returned.

"Though your discomfort you can disguise, your aching head would seem to say otherwise," she noted. "While outside I roam, feel free to make yourself at home."

Dusk smiled his thanks to her as the door closed, leaving him to wander about her home. It had been a while since he had been here, so he might as well pass the time until she got back.

Unlike everypony else, Zecora resided herself in the Everfree Forest, which she'd explained was so she could have prime access to the unique ingredients for her various potions and tonics. The hut itself was made from a hollowed out mangrove tree, with vines creeping over the walls like snakes and the leaves hanging off, casting almost eerie looking shadows in the candlelight. Only adding to this was the way it had been decorated with items from Zecora's homeland, including masks that warded away evil spirits or that symbolized welcome into the home, but looked to be rather strange to any ignorant of their meaning.

Dusk wasn't, however and, while it wasn't exactly what he was used to, he accepted that it was just cultural differences between zebras and ponies. Though they were from the same family, in a sense, there was still some variation, not just in their unique fur colour and dress sense. Dusk was always willing to accept it though and even now still found himself examining the masks in close detail, noting how well they had been carved and recalling the meaning for each one.

But he wasn't just at Zecora's for a social call, which would be difficult due to the well established reputation of the location her home was located. At the centre of the room was a cauldron, some sweet smelling liquid already boiling in it and all around the room were bottles and flasks of all manner of tonics. Though he knew all too well of her particular talent in brewing them, Dusk was frequently amazed to the sheer number of different potions, ones that cured ailments, improved health and some more dangerous ones he'd already seen in action.

For Dusk, he was here for a headache tonic, for rather obvious reasons. Though he had been expecting her to be impressed by how much he had improved in his magic, Luna still seemed quite unsatisfied. She had remarked on how he had discovered the other aspects of solidness on his own, but that was it. After telling him, rather sternly, that she expected him to be holding them for much longer than a minute, as well as still toning down the brightness of his larger shapes, she had put him through difficult tasks to bring this about, enough that Dusk had felt physically and mentally drained by the end of it.

After she had told him that she expected him to be practicing much more to improve, for he had barely done so in their session, she had left Dusk once again feeling both ashamed of himself and a little angry at her. The shame came from that he had once more failed to please her, but the anger came from just her general attitude. He didn't want to say anything for fear of offending her, he'd already experienced enough of that, but he was trying his best, usually more than that mostly, but it still wasn't enough for her. It never seemed to be enough. He was always disappointing her, never meeting whatever expectations she seemed to have of him and always cringing under the sharp tones she used when he failed.

Dusk shook his head a little, doing his best to quell the anger that had started to rise within him, along with the urge to hit something. What was it she wanted, he asked himself mentally, not for the first time. What did she want from him and what did he have to do to achieve it? Would he ever please her or would he just be constant disappointment? He would always try, but he hated disappointing others like this and if it kept up… he just wasn't sure if he'd be able to take it, be able to handle the stress of it anymore.

Putting aside those thoughts for now, he took a few deep, calming breaths and decided to wait for what the future would hold. Who knows, maybe he would improve and finally please her. For now, he would just wait for Zecora to get back with the necessary ingredients for his potion.

The sound of the door opening signalled her return a few minutes later and she strode in, her bags dangling by her side. She'd also picked something else up, in the form of Applejack's little sister, trailing along behind her in something of a depression.

"Ah've tried everything, Zecora, and still no cutie mark!" she was saying, with a heavy lisp. "Well, I'm gonna be as old as Granny Smith and still have a blank flank!"

"Mark trouble, little one?" Dusk asked.

"Oh, hey Dusk," she said sadly. "Yeah, what else is new right?"

"I'm sorry Apple Bloom, but I definitely don't think what you said there is remotely true," he sympathized. "You'll get your mark, it's a matter of time and patience."

"Yeah, yeah, like ah haven't heard that before," she dismissed. "Ah've tried to wait and be patient, but it's just so frustratin'!"

"The most important things usually are, trust me I know." He rubbed his complaining head again and decided to change the subject. "So, what are you here for? Is there something wrong with your voice?"

"Ya could say that." She opened her mouth wide, showing a rather large chip in her front tooth.

"Ouch, that looks painful."

"Not as painful as not finding ma talent," she moaned.

"Your frustration is well understood, but one must be patient for all things good," said Zecora wisely.

The filly groaned again. "Ah've heard that from every pony ah know! And now from every zebra ah know! Ah'm just too impatient to be patient. Ah just want my cutie mark and ah want it now!"

She yelled this last part, making Zecora drop an entire container of liquid into her cauldron. Dusk assumed that only a small amount was meant to be added, for a small explosion resounded from its depths. The zebra glared at the filly, who quickly retreated with an apologetic smile.

"For your cutie mark, you will have to wait. We must fix that tooth before it's too late." She stirred the mixture as she said this and poured it from a ladle into a bowl in front of her. "Now drink down every little drop, and this mixture will mend that chip on top!"

Apple Bloom did so and Dusk watched in amazement as her tooth, at first growing too big before shrinking back to proper size, magically regrew almost the instant she swallowed it. By the end of it, her tooth looked like it had never been broken. It was amazing what one could accomplish with the right resources and know-how.

"Oh ma star apples, you did it, Zecora!" She gazed around the room, almost reflecting Dusk from before. "Golly, you have tonics that heal all sorts of ailments. Bad bones, bad back, bad breath..."

"Yes little one, it is true, I have many a healing brew," Zecora noted. "And on that subject, if you would not object, I must now fix another remedy, for the stallion you can see."

"Do you need help as well Dusk?" she asked sympathetically.

"Yes, just a bad head though." He felt the twinge from another ache. "Nothing to concern yourself with."

"Well don't worry. With Zecora's help, yer head will be right in no time," she said happily.

"I have as much confidence in her abilities as you do, my little pony," Dusk replied honestly.

"Here in this tree, your kind words mean a lot to me," Zecora replied, adding a few more ingredients to the cauldron and stirring it again.

"And not only stuff that fixes the bad," she continued, "but stuff that brings the good! Good health, good hair... good heavens!"

Dusk saw a cunning look pass over her face, before being replaced by a falsely innocent expression while she sidled up to Zecora.

"Ah bet you can mix up a brew to fix... anything," she said, with a smile and a wiggle of her flank.

Understanding her desperation, but not exactly condoning it himself, Dusk exchanged a knowing look with Zecora who glared once more at Apple Bloom, emphasizing her point concisely.

"There are many mixtures in this room, but none for what you want, dear Apple Bloom. A magic potion does not hold the key, for a cutie mark, time is the only remedy." With that, she returned to the potion and started to pour it into a bottle.

"Is it ready?" Dusk asked, walking over to her.

"The brew has been readily mixed and your bad head is ready to be fixed," she reported happily, giving him the bottle. "Just take one sip, before at night you close your eyes and the pain will be greatly minimized."

"Right you are." He levitated the bottle into his bag. "Thanks again Zecora, this will really help me out."

"Once again, the pleasure is mine. Now, to work on another brew, I believe it is time," she declared.

She placed a dull green plant into a bowl, adding three purple berries to the mix, ready to be crushed together into a mix. Curiosity piqued slightly, Dusk decided to stick around for a bit to see what she could be brewing.

Apple Bloom seemed affected by the same interest. "Whatcha got goin' on there?"

"I am brewing up another mix for a rooster and his chicks." She plunged her head into a nearby jar. "It seems the rooster has lost its crow, making mornings very slow."

Zecora emerged again with a beautiful pink flower that looked to be in full bloom, with heart-shaped petals growing around the stalk. Dusk recalled it, for he had seen it in the town, usually growing somewhere out of the way.

"Hey, ah've seen that flower bloomin' in Ponyville!" remarked Apple Bloom. "What is it?"

"I think Twilight showed me in a book once," Dusk noted. "I think it's called… Heart… something… Want?"

"Close. It is one we call 'Heart's Desire'. A dash will ignite the rooster's fire." She shook the plant to the leaves fell into the bowl. "With Heart's Desire, his talent comes into view, and he'll give a mighty cock-a-doodle-doo!"

It was now Apple Bloom's turn to exchange a glance with Dusk. But they ignored Zecora's strange outburst in the end.

"Zowie! Heart's Desire, huh?"

"Indeed. I hope this goes well for you Zecora," he added to her.

"As do I." She began to rummage on a nearby shelf. "Ay me, but what is this? I have run out of amethyst. I must go get this purple flower, for my brew to have full power!"

"On that note, I'd best clear off as well," Dusk decided, heading to the door with Zecora. "Coming AB?"

"Yeah, you go, you go," she said distractedly. "Ah'll be along in a bit…"

Normally, Dusk would be concerned with the rather suspicious display of activity, but right now he didn't really have the time. He needed to get back to the library and get back to work, even though the very thought made his head ache again. With his headache tonic clinking away in his bag, he bade farewell to Zecora, who went off to a different part of the forest to find her amethyst, and set off back to town.

Remembering what had happened the previous time he had walked back from Zecora's and having no desire to repeat the experience, Dusk was on close alert for any dangers that the forest might throw at him. Though fear could usually be a hindrance, he let it this time become his greatest aid and allowed it to sharpen his hearing, focus his mind and generally enhance his senses to an even greater degree.

It was perhaps this heightened state of alertness that brought his attention to something that he found curious. It wasn't the occasional rustling in a bush or the odd sound made by the wildlife, but it was a regular, high-pitched beeping sound, coming from the depths of the trees. It didn't exactly sound like anything natural made by any animal and it didn't sound like it was meant to be here. Though he knew it might be dangerous, his curiosity was piqued once again and he followed the noise to its source.

He emerged into a small clearing of grass in the trees, which casted ominous shadows to the centre, but that was the only thing that looked natural. Set up there were a series of glass orbs balanced on metal stands, three in total and each with a bright light shining inside, humming and radiating power. These were all connected by thick black wires to a larger, uglier looking machine that appeared to be giving some sort of complicated read out on a large monitor, with many flashing numbers and lines on it, possibly from the orbs that they were attached to. This was the source of the beeping sound, which came once every two seconds.

He stepped closer to them and delicately touched one of the orbs. It appeared to react to his presence, the light inside moving closer to his hoof and the humming increasing. He turned to what appeared to be the monitor, which now he was closer looked rather frayed and scrapped in places, the occasional spark dancing off of it. Dusk couldn't make hide nor hair, if it had any, of what these machines could possibly be for. Science wasn't his forte, if this was scientific equipment for that was Twilight's field. Somepony had to have set this up for some reason, but for what? What was it here for exactly?

Dusk realised too that he didn't like the feel that he got from the equipment. Something about it made him feel uneasy, a little more frightened. Not from any definite threat, but from an unclear one that may or may not exist. It just felt… too strange, too unfamiliar and it reminded him of some of the machines used by hostile aliens he'd read about in some of his books. Perhaps he was just being paranoid and letting his imagination get the better of him, combined with the atmosphere of the Forest, but either way he was ready to get back to the library.

He turned around, intending to make his way back on the path and back to-

"Stop! Don't stand there!" A shrill, distressed voice made him jump and he whirled around looking for the speaker.

"Hello? Is there somepony there?" he asked.

"Of course there is, otherwise how would I be addressing you?!" the voice responded rudely. "Now, don't take another step in that direction! You almost ruined everything!"

"Well… sorry, I'll just…" Dusk moved away from where the caller had warned him away from. "There… better?"

"It would have been better if you hadn't happened across this in the first place," the voice replied. "Now I'll have to..." The rest was lost in incomprehensible mumbles and rustling as the unknown speaker made his way out of the bushes.

Dusk was a little surprised when he came into view. For the most part, stallions were often taller than him, not by much, but enough to make him feel intimidated enough to stay quiet and feel a little ashamed of his own short stature. He rarely met anypony the same height than he was, but here was one. In fact, Dusk was sure he was shorter than he was, if only by an inch or two. He also looked to be thinner than Dusk, who could see his own muscles were more developed than this stallion's. His fur was a dull red, bordering on maroon, with a short, neatly combed and matching tail that looked to be a brighter colour of his fur. It was something of a contrast to Dusk, who preferred his own looking a little unkempt.

From his size and appearance, not to mention his voice from before, Dusk would have assumed that he was a teenager, but it was when he looked into his eyes that he could tell that this wasn't the case. His eyes, which were hazel, betrayed a brilliant intelligence and sharpness. He had a studying look, one that reminded him of Gentle Dream's. But whereas hers was looking about in wonder, his was more of scrutiny and intense curiosity, less about capturing the world and more finding out about it. Dusk would have been fine with that, but there was something else as well, something that made him feel a little… uneasy, like when he'd been examining his machines. He didn't know quite what it was he glimpsed, but it was almost like…

The unicorn stallion seemed to notice him and broke the short gaze he'd held unintentionally with him, making his way over to the machines and checking over them with a detailed, knowing eye.

"Output is still normal… power levels steady… trigger system operational… energy emitters functional…" he muttered, more to himself than Dusk. "Everything's at optimum balance, as it should be… still, always good to check."

Now that he was no longer panicking, Dusk noticed that he had a rather quiet, but also quivering voice, the almost like one of a small frightened animal and quite a contrast to how loud he had sounded before. When he saw his cutie mark, he saw that it was a beaker, filled with a bubbling, purple liquid. So, this pony was most likely some sort of scientist, which would explain his attitude before and the look in his eye. But not quite the other…

Well, despite his apparent demeanour, Dusk could at least try and be friendly with him, since he'd almost stumbled into something important.

"So, nothing broken then?" he asked.

"What? Oh… you," he noted in an almost frightened tone. "Yes, um… nothing broken, yes. I mean well, you might have… ruined it almost, in way, if you had… well…"

"Um… sorry?" Dusk tried.

"Hm? What? Oh, it's fine." He studied Dusk for a moment. "You… you apologized. Are you… are you trying to trick me?

"I… don't think so," replied Dusk. "I'm just sorry I interrupted your… experiment."

"Yes, yes, I got that, but still…" He studied him like he was something strange. "You actually meant that… that's… new. No mockery, no chastising…

Dusk then realised that this stallion might be something of a loner, not really used to the company of others. A well of pity rose up when he realised too that he might have been bullied quite a bit, or something similar. Not wanting to seem like he was as cruel as others he may have had to do deal with, he merely inclined his head.

"Well, I'm sure it's all fine, as long as there was no harm done," he said brightly.

"Yes, no harm done," he repeated. "Although, there almost was… if he had walked into the field… still, could have proven useful… a larger test subject for the containment matrix…"

"Um, beg your pardon?" Dusk inquired, when he started talking to himself again.

His head shot up like he just remembered Dusk was there. "Hm? Oh, yes, nothing. Nothing you need concern yourself with… it's just my um… my work, you wouldn't understand… they never do…"

"Um, why wouldn't I understand?" he asked politely.

"It's just um… complex… different, really, from others," he muttered. "A lot kinder terms than others would deem to use… small minded… frightened…"

Dusk waited for more, but nothing else came.

The stallion remained silent this time, not really focused on Dusk, but more so on his equipment and readings, muttering quietly to himself again. Though he was starting to creep out Dusk a bit, he was still a little curious about him and his research and perhaps concerned for his safety, considering where they were.

"Anyway, um… I haven't introduced myself," tried Dusk, going to be polite. "My name is Dusk Noir." Still silent, apart from the beeping. "And uh… who might you be, if you don't mind my asking?"

"Hm, what?" He snapped his head up impatiently again. "Mm, yes, my name's…" He lost it in further mumblings, something about the indigenous life forms.

"Didn't catch that, sorry." He didn't rectify the issue, so Dusk tried another subject. "This must be um, some important research you're doing. I assume you're looking for something… unique to the forest, right?"

He looked up again, impatience gone and replaced by mild curiosity. "How would you… be aware of that?"

"An educated guess," Dusk shrugged. "There's quite a few species that only live in the Everfree, like cockatrices, manticores, chameleodemons, tentacle trees. Quite a few, too many to list, but I would guess that any one of them would make for an interesting study."

"Yes… they would…" He frowned at Dusk, like he had never seen anything like him before. "You seem… well… remarkably well informed on the um… subject."

"I just know from things I've read," Dusk shrugged modestly.

"Yet still, your knowledge appears to be extensive," he noted, speaking more clearly now, perhaps growing less uneasy. "Quite surprising, considering the ridiculous aversions most in this settlement have towards this environment."

"Um… it's not entirely unfounded," Dusk reminded him. "This place can be quite dangerous."

He let out a small derisive laugh. "Danger. Merely a concept in the mind created by… f-fear and fear can be easily… overcome, by those who have the r-r-right will and drive. Only those who are w-weak minded, not those like you and I," he said, eyes lingering on Dusk, "would ever… allow themselves to be c-c-conquered by such a t-trivial concept as fear."

Dusk wasn't exactly convinced by this. "Is that so?"

"Indeed. You… you seem to be of higher intellect, a-a-as I am. Surely, you must… see things like I do, don't you? Yes, yes I'm sure… fear, h-how laughable…" He shrieked and stopped mumbling when a rustling sound went off suddenly. "What was that?! Who goes there?!"

Dusk, who had only snapped his head towards the sound, couldn't help but raise an eyebrow at him slightly. "It was probably nothing, calm down."

"Yes, yes… nothing…" He watched the spot warily, shivering a little. "Still… best to be cautious."

"I suppose," he said, deciding not to mention that again. "But ponies are afraid of this place and not without good reason."

"Yes… and yet, it is that that adds to the intrigue of this place." He cast his gaze around. "All of the creatures that reside in this forest, all have grown beyond the need for ponies to care for them, all have adapted to their own harsh ways of living, their own ways of survival. There is no compassion, or pity, just the drive and the will to live in all things, adapting to effectively trap and consume their prey, with no regard for conscience or morals."

"I would think they have to," he replied, watching the unicorn warily.

"Like the cockatrice, for example. Stalking in the shadows, waiting for a morsel to cross its path before turning it to stone with a single gaze. Oh, how helpless they must feel… unable to move, to run, to defend themselves in any way." He seemed to be finding some sort of strange joy in this. "Then, the predator leaves it to stew for a while, let's the meat inside the stone soften before returning to feast on its prize, sucking the meat, the blood, everything it needs through the hollow interiors of its canines and incisors, powerful enough to pierce the stone it had conjured. All the while, the prey still helpless, still feeling every sensation as it is slowly drained. Still alive and unable to save itself at all. The perfect catch and the perfect kill…"

"That's… horrible," Dusk breathed.

"Yes, quite, but also effective and satisfying, I think. Nothing but the will to live and it's method to carry it out, without needing to worry about the trivial." Though his face was in shadow, Dusk could have sworn he could see a smile on his face. "It almost makes you envy them, doesn't it?"

Dusk didn't know what to say to that. How could anypony find any sort of fascination or intrigue in such a thing? He was trying to cope now with the vivid images that presented in his mind, but it was worse when he looked at the stallion, a blissful look on his face and joy shining in his eyes from the subject. While at first he had felt some compassion for him, now he was starting to feel alienated and estranged by his apparent fascination in such a horrible topic.

Then, almost as if he put on a mask, he returned to his timid demeanour from previously and turned away awkwardly, mumbling about his research. As soon as he did, Dusk felt guilty for his previous thoughts and decided he had been a little quick to judge.

His open mind suggested that it was to each their own, after all, and if that was what he had interest in, who was he to judge him? He just knew how these creatures hunted and had clear intrigue on the subject. After all, somepony had to study them, it might as well be one who had a genuine fascination in it, even if it was a little strange. It wasn't like he actually intended to do this sort of thing on actual ponies.

Dusk shook his head. Where had that thought come from? Coming to the conclusion he'd spent too long in the forest, he decided to make tracks back to the town and leave him to his work.

"Right, well, it was nice to meet you… sir," he supplied, when he remembered he didn't know his name. "I need to get going, I have a busy day. Good luck with your research."

"Yes… thank you." He glanced back at Dusk, not quite allowing eye contact. "What did you say your name was, again?"

"Dusk. Dusk Noir," he repeated. "I didn't get yours before either."

"No… no you didn't." He smiled at him, but Dusk didn't feel any warmth from it. "It was… g-g-good to meet you too, D-D-Dusk. Perhaps our paths will… will cross again."

"Perhaps. I hope so," he replied, though not truthfully. Just as he was about to leave, another headache flared up again.

He paused to allow it to die down, to soothe his mind and allow the pain to lessen. A tingling on the back of his neck told him he was being watched and he looked back to see the scientist gazing intently at him.

"Is there… something wrong?" he asked, apparently out of concern, but Dusk didn't feel it.

"Nothing big, just a headache," he told him. "Nothing to worry about."

"I see…." He continued to stare at him, with that same studying gaze from before. "It must be… painful. For you, I mean."

"Yes, it is." Dusk stared back at him for a bit, before breaking his gaze and attempting to leave.

"How much… d-d-does it hurt?" Dusk paused again at his question. "Your headache. How painful… is it? How strong, exactly? How frequent? How… deep?"

Again, Dusk felt that it wasn't concern for his health that prompted these questions. "Mild discomfort, not much else. I'll cope."

"I see…" he repeated, his eyes lingering on him for a little longer. Finally, they broke away again, which Dusk was thankful for. "I hope you get well soon. I'd… hate to think of you in any pain, Dusk."

He felt another shiver up his back again, just from the way he said that. Just the insincerity, the revelling that came from when he'd said 'pain' and from how he'd said his name. It wasn't really friendly, but more like he had some sort of power over him, the fact he knew his name but Dusk didn't know his.

He tried to tell himself that he was perhaps just feeling that because of the forest, but he still tried to get away from him as quickly as possible, not running, but quickly walking away. He kept this up until he was back out of the forest and into Celestia's sun, heading through town and back into the safety and comfort of the library. He even breathed a sigh of relief once he was back and did his best to calm himself down.

"Dusk, are you okay?" He almost jumped at Twilight's voice. "You look white as a sheet. Are you feeling alright?"

"I'm um… I'm fine, Twilight," he tried to assure her.

"You sure?" She raised an eyebrow, indicating she didn't believe him. "Maybe I should take your temperature, you might be coming down with something."

Dusk felt immediate relief just from how concerned she was for him, reminding him of the warmth of her friendship and her love. It made him forget about how scared he was before and also enough not to mention what he had encountered. He didn't want to worry her, at any rate, especially when it was just him being jittery and nervous.

No changes there.

"No really, I'm fine," he repeated, easier than before. "Just some excess nerves from the Everfree Forest, nothing more."

Twilight believed him this time, probably because he didn't pause or stutter. "Okay then. I wouldn't want you getting sick. You'd end up missing too much work."

He smiled back up at her. "Yeah, then you'd have to look after me until I'm better."

"Hm, spending a whole day doing nothing caring for you and making sure you're following the rules I set down?" She looked flirtatiously at him. "I think I'd be okay with that."

"Really? I think I would be too." He coughed a few times and held his head. "Actually, now you mention it, I'm not really feeling all that great…"

"Too late now, mister," she said mock-sternly. "You're just going to have to stay here and work under my watchful eye."

"Darn. Oh well, worth a try." He let her kiss his cheek and stepped away from the door.

"Finally, that's over. Hey bro!" Spike called from a ladder, sliding down from a ladder. "Did you get your tonic from Zecora's?"

"Indeed I did," he replied. "Now, I'm not going to have any excuse to stop practicing from now."

"Yeah, if I were you, I'd have kept it up. Maybe make it out to be worse, have a few days off, relax a little," he said hopefully.

"Yes, but you're not me and you have no idea how much these hurt," he added, rubbing his head.

"Speaking of which, we'd better get back to it," Twilight suggested, walking back over to join them.

Though his head seemed to ache even more at very mention of that, Dusk decided that she was right and was about to get into position, when the baby dragon came to his aid.

"Oh, come on Twilight," Spike insisted. "He's had to do nothing else over the past few days. The guy deserves a better break than that."

"Well, Luna does want him to make some significant improvement," she reminded him, though with a disdainful tone, like she disapproved.

"Yeah, but he's not gonna be much use to her if his brain's turned to mush and, considering how much he's working at it, that'll probably be the case." He placed an arm around them both and pulled them in. "Come on, let's have an easy day. Go out, get some air in our lungs and heads and be ready to work harder tomorrow."

"I don't know… Dusk, what do you think?" she asked, no doubt remembering their last relationship letter about doing different things together.

Dusk tried his best to conceal his smile of relief. "That does sound like a sensible idea. It would give you, me and him a chance to relax a little and take a break from work."

"Spike spends most of his time relaxing anyway," she noted.

"Well, you and me then and Spike can get some exercise," he rectified. "It'll help you study harder tomorrow."

Twilight thought for a little longer. "Alright, you win. Let's go for a walk, but remember I want you both working extra hard tomorrow."

"Yes ma'am!" Spike saluted.

"You have my word," Dusk put in.

"Okay, let's go then." She lead them off, as Spike and Dusk leaned towards each other.

"Thanks for that," he whispered to him. "I wasn't really looking forward to that, even if I do have something for my headaches."

"Don't sweat it dude," he shrugged. "Besides, if you get a break, I get one too, so we both win."

"I should have known," Dusk chuckled, following them out and walking next to Twilight.

He once again felt the warmth of the sun on his skin, coupled with a mild autumn chill that felt quite refreshing. Dusk was thankful that Spike had suggested this and was also glad to have him along, adding something with his well-meaning cheek and humour. Though he wouldn't have minded it if it was just him and Twilight, it made him feel like they were something of a family. A strange looking family, but one nonetheless. They spent time with him, took interest in what he did and they were never too busy to do anything.

They did everything with him, unlike…

He shook those thoughts away, allowing himself to enjoy the moment. Just as they were deciding what to do exactly or if they should just walk together, they were interrupted by an excited Sweetie Belle and a bemused Rarity.

"Dusk, Twilight, Spike, you gotta see this, you just gotta!" she said excitedly.

"See what? What's gotten you so worked up?" asked Twilight, giggling as she pranced around her with glee.

She was full of enough joy to burst. "Just come see, Apple Bloom's got her cutie mark!"

"What?!" Dusk was shocked. Mere moments ago, she'd been complaining about her lack of talent, now she had discovered it? So quickly?

He wasn't the only one. "Well, this I have to see. It's about time one of you found your special talent," Twilight remarked.

"Might as well, we got nothing better to do," shrugged Spike in a would-be casual voice, before sidling up to Rarity, hearts in his eyes.

"It's not just that," Sweetie told them while they followed her, "but she's got two cutie marks! One in plate spinning and one in loop-de-hooping!"

"I beg your pardon?!" Dusk yelled.

"Two cutie marks?" added Twilight.

"Loop-de-hooping?" Spike finished, looking quite puzzled.

"Yes, I was quite astounded to hear the news too," agreed Rarity. "I just had to see this for myself, though I feel I would have had no choice if I didn't want to.

From how excited Sweetie was, Dusk couldn't argue with that. "She's so amazing! Come on, they're near the town square, we're almost there!" They rounded the corner up ahead, where Dusk could see a large crowd gathered, their attention focused on something.

Then he saw Apple Bloom and he could certainly understand why. Everypony was watching in awe as the filly was standing on her hind legs, a plate spinning on one leg and a metal hoop whirling on the other, effortlessly keeping them both balanced and spinning while maintaining her own balance. Clearly shining on her flank were two separate marks, one each symbolizing her unique talents she'd apparently discovered.

Before Dusk could think more on this phenomenon, she threw the hoop towards them right at Twilight's head. He only had time to duck out of the way as the hoop spun on Twilight's forehead and rocketed back off into the sky, actually curling her fringe so that it was a perfect mirror reflection of Rarity's styling, much to the fashionista's approval and Spike's delight.

Pointedly glaring at Spike from the soppy look he was giving her, Dusk helped to sort out her mane so that it was back in its usual form.

"Not that I don't mind a little variation, but I think I prefer it like this," she remarked once they'd finished. "Thanks Dusk."

"No problem, I like it that way too." He blushed as he tried for a compliment. "You look… perfect the way you are."

"Aw, thank you," she said sincerely, nuzzling his cheek affectionately. She turned her attention back to the show. "Wow, that's just incredible!"

He looked to see that Applejack, who had just arrived on the scene with the rest of her family, had got her attention with a whistle before kicking a table and launching the pie and the plates on it into the air. Apple Bloom dashed forward and Dusk watched with rapt attention. He didn't think that she was going to make it.

But she did, catching and stacking the plates on her forelegs, the pie on her rump and her hoop spinning on her tail, everypony cheering for her efforts. But she wasn't done yet, bucking the assorted items up into the sky, the hoop cutting up the plate and sending each slice shooting towards a plate, which landed perfectly on some other nearby tables, hungry ponies hurrying to eat them and cheer Apple Bloom's efforts.

Dusk, just as caught up in the excitement as everypony else, also found himself cheering for her efforts, just happy that she'd finally got what she wanted and was making so many ponies happy. Applejack caught his eye, a playful glint in it and gesturing with her head for him to get over and add to the fun. Dusk exchanged a look with Twilight, who just smiled and he was decided. A small headache would be worth it to have a little fun.

Calling upon his magic, he weaved some colour clouds around her that danced and twirled around her like the plates she spun. She giggled in delight while she watched them, spinning her plates and hoop as fast as she could and relieving them of Dusk's control. The speed which she spun them made it so that she was surrounded in a cone of colours, which Dusk focused at the top in a shining white orb before making them dissipate.

Everypony cheered once more and Dusk's head had started to ache a little again, but he was just too happy to notice when he bowed his hat in a flourish to Apple Bloom and trying to stylishly return it to his head. He failed, fumbling and dropping it and hoped he wasn't blushing too much when he bent to pick it up.

"Well, ain't that jus' dandy like apple candy," Applejack said when they reached her. "Ma sister has not one, but two, count 'em two, cutie marks! Oh, ah ain't never been so proud-a her!"

"She deserves it, after all the effort she's been through to find them," Twilight agreed.

"I should think that, now that she's got her talents, it shouldn't take you long to discover your own," Rarity said to Sweetie Belle.

"I hope so!" She was too caught up in the mood to be calm.

Dusk, however, had given himself a moment to simmer and now he really had a chance to think. He couldn't have left her at Zecora's hut for more than an hour or two, during which time she had managed to discover not just one, but two special talents and had become a complete master at them both. Before all that, she had been distressing that she would never find them and now, here they were.

Quite convenient… almost suspiciously so…

"Dusk? You okay?" Sweetie Belle must have seen the look on his face and was looking up at him. "Something wrong?"

Wondering why exactly he seemed to be thinking of the worst today, Dusk decided he was thinking about this too much and smiled reassuringly back.

"No, nothing." He looked back over at Apple Bloom, with her family beaming proudly at her. "Just a feeling…"

* * *

Sweat pouring down his face and his head feeling like it was going to burst open, Dusk let out a loud gasp as he cancelled his spell again and practically collapsed on the floor of the library, panting from the sheer effort that the spell had taken. He knew even before Twilight and Spike spoke that he hadn't done well enough… again.

"Just breath, take it easy, just breath," Twilight whispered soothingly. "How was that one Spike?"

"One minute, fifty seconds," he reported, holding a stopwatch. "That wasn't so bad, right?"

"It's… five seconds worse than… last one…" Dusk gasped, frustration seeping back again.

"Dusk, you're getting better, so much better, I know it," Twilight encouraged. "You just need to-"

"What does it matter?" he snapped. "No matter how hard… I try… how much I do it… I just can't do it!"

"Uh oh, somepony's about to blow a fuse," Spike muttered.

"Dusk, please try to be calm." Twilight helped him up again. "I really do think you're doing your best and giving it your all."

"But it's not good enough!" He stamped the ground in anger. "Luna is expecting me to have improved majorly by our next lesson and that's only a day from now! It's not going to be good enough!"

"Dusk… I didn't want to say this, but I don't think the problem is with you." She glanced about, swaollwed and continued. "I think it's with her."

This surprised Dusk enough that he calmed a little. "Who? Luna? Why do you say that?"

"I just think it's really unfair about how she's pushing you so much," she explained. "Strict methods are one thing, but this is just going too far. You have to talk to her the next time you see her."

"But… I can't say anything to her!" he yelled. "She's a princess, she's my teacher. She'll think I'm stepping out of line."

"That's a risk you're going to have to take," she told him. "If you keep things up the way you're going, you're going to make yourself sick."

"I… I don't know Twilight…" He hung his head and sighed. "I don't know if I can…"

"Well, give yourself some time to think about it," she suggested. "Take a break for now and we'll-"

The door to the library burst open and a distressed Applejack rushed in. "Twah'light! Y'all have gotta help me!"

"Applejack? What is it, what's wrong?" Twilight asked, at her side in an instant.

"It's Apple Bloom! Jus' look at her!" She gestured and Dusk looked.

Immediately, his own worries and concerns vanished when he saw the state she was in. Not only was she spinning the same plates and looping the same hoop from yesterday, but her hooves were performing a frantic tap dance. She seemed quite unable to control it and Dusk also glimpsed, on her flank, a third cutie mark with the other two. One in tap dancing.

"By the goddess," he whispered, his mind on quote mode in its deteriorated state. He cleared it with a shake and hurried to the other two.

His marefriend was equally amazed. "Three cutie marks. Three talents. I've never seen anything like it! I was just reading something about unusual equine illnesses this morning." She started to look through shelves. "What was it?"

Dusk was just about to help with the search when it was found.

"Perplexing Pony Plagues, perhaps?" Spike was holding up the respective book.

"Yes, Spike, you're amazing!" She took the book from him, allowing him to hop onto her back, while Dusk allowed him his moment of glory.

"Yes, well, I do have some talents," he professed proudly.

While Twilight flicked through the pages for the right section, Dusk looked over at Apple Bloom. It seemed that his thoughts were right yesterday about her marks. It was too convenient, but now he was concerned something was seriously wrong with her. She was too, her expression frightened and helpless and he hated it. Seeing her like this.

He gave her a comforting smile, which she weakly returned silently, just as Twilight found the right page and with a cry read it out.

"Cutie pox!"

"Cutie pox?!" they all remarked simultaneously, with Dusk adding, "Care to elaborate?"

She continued on, Apple Bloom's tapping feet a constant reminder of the problem. "Cutie pox. This puzzling pony plague afflicted a population of ponies back in the paleopony period!"

"Heh, say that ten times fast!"

She took a moment to buck Spike off her back before continuing. "Random cutie marks appeared all over the ponies' bodies, causing them to perform all the talents that came with them!"

"Just like me!" Apple Bloom cried.

"Yes, but what's the cure? What's the cure?!" Applejack demanded.

Twilight looked again, her expression grim. "It says here there's no known cure!"

"No known cure?!" they repeated.

She read on in the book. "The cause of the breakout was never discovered, and the cutie pox disappeared as mysteriously as it arrived!"

"Oh no!" In a flash, another mark appeared, a symbol Dusk recognised from his books. "Sacrebleu ! Plus de marques de cutie! Qu'est-ce c'est?! Je parle français?!"

Applejack was distraught. "Ma sister's speakin' in fancy!"

"Actually, she's speaking Prance. Pre-Reneighssance dialect, I think," Dusk noted.

"Really? What's she saying?" Spike asked.

"I don't know, I don't actually speak-"Dusk blinked and whirled around in disbelief. "Are you seriously asking me to translate at a time like this?! Apple Bloom needs help!"

"Okay, okay, geez, I was only asking," he grumbled.

"Ah know she needs help!" cried her sister. "We can't just wait fer this ta go away! We gotta find somepony to mix up a cure! And fast!"

"Tout de suite!" added the younger.

Both he and Twilight had the same idea, almost at the same time. "Not some pony..." she started.

"Some zebra!" he finished.

In seconds, they were galloping for the zebra's hut. Considering her wide range in healing and soothing potions, Zecora was their best hope for helping Apple Bloom. The filly in question was falling behind, due to her tap dancing hindering her progress.

Just as she was urged to hurry, another mark appeared on her leg, one in carving. Unable to control herself, Apple Bloom was tugged away and within seconds had finished a stone sculpture of what Dusk recognised as the ancient Pegasus deity of love. Another mark appeared and she started sweeping a chimney. Another one for playing the accordion and another for lion taming, although exactly where the beasts came from was still a mystery to Dusk.

Gradually, the townsfolk were starting to notice something was wrong and were exchanging nervous glances with one another, whilst Apple Bloom beat an elderly chess player in three moves and started fencing with a foal. Dusk, Twilight and Applejack were just as at a loss as what exactly to do, while Spike just munched on some popcorn, enjoying the show.

"She's cursed!" one mare declared.

"Hexed!" added another.

"Enchanted!" shrieked a third.

Finally, Spike did something helpful. "No, she's not."

"Good work," Dusk said to him, as the three sighed in relief.

"She just has some weird mysterious disease with no known cure called cutie pox," he added.

"CUTIE POX?!" Within minutes, ponies had retreated into their homes, closed doors and locked windows or had just run away from sheer terror of contamination.

Applejack, Twilight, Spike, Dusk and Apple Bloom were left alone in the now strangely quiet town. A tumbleweed blew by and the gentle breeze was deafening in the silence.

"Good work," remarked Dusk sarcastically, while Spike looked sheepish.

"I thought I had removed their fear the last time that I visited here." They looked to see the very zebra they sought had arrived. "But, doors are barred and shutters shut, guess I should've stayed inside my hut.

"Zecora, thank Celestia! Apple Bloom has cutie pox!" Dusk informed her.

"We were just on our way to see if you had a cure!" put in Twilight.

"But magically yer here! Was yer zebra sense a-tinglin'?" asked Applejack.

"I'm not sure if that's rascist," muttered Dusk.

"My 'zebra sense' did not bring me round, it was a special flower that I needed found. I thought I picked enough to fix all the potions I had to mix, but after my visit from Apple Bloom, some had mysteriously left my room." She approached the filly and glared at her. "Apple Bloom! What do you say? Did this flower just walk away?"

"I, um..." Whatever she was going to say was ended when she started to wash windows.

"A cutie pox cure I have forsooth, for healing power is in the seeds of truth." She reached into her baskets and removed some sparkling seeds from within.

"Well, well then give 'em to her! Quick!" commanded Applejack.

"These seeds must be planted in the ground. With the truth, they'll grow, and the cure is found," she explained.

The farm pony gave Twilight and Dusk a confused look "Come again?"

"The seeds of truth do hold the cure, but one must speak words, true and pure."

Tell the truth. Those words dropped into Dusk's stomach with the weight of a boulder crashing from a cliff into the waters below. But nopony else seemed to notice the effect they had, for Apple Bloom was the main concern.

"Well then let's get to it!" Applejack snapped up the seeds, quickly dug a hole and placed them in it, covering it with dirt. "Alright, they're planted, now somepony tell the truth!"

The silence was once again deafening, but it was made worse by Apple Bloom's distressed cries, just making it worse. Because Dusk had a secret, a truth that he had kept hidden from all but a few. But it looked like now, if nopony else spoke up, it would have to come to light. He'd have to profess it, tell it here to the whole town, to have a chance to save her.

But could he? He knew what it would mean… could he still do it?"

"Somepony! Anypony!" begged Applejack.

There was nothing. Nopony else spoke up. He'd have to do it. Apple Bloom was now spinning around like Rainbow Dash's Rainblow Dry and he appeared to be the only one who could help her. Knowing how much pain he would recall, how much they would hate him, Dusk opened his mouth to speak, to finally reveal the truth kept hidden for so long-

"Yesterday I told Mrs Cake that I ate two corn cakes, but I really ate three!" Pinkie confessed. There was no change from the seeds "Okay six! I ate six corn cakes!" No change and the party pony started to sob. "Make it stop! Oh, make it stop!"

Dusk's felt his stomach plummet once again when his apparent saviour had failed. A temporary reprieve, but ultimately futile. He would do it though, if it meant ending her suffering, even if it increased his own. He opened his mouth once more, drew in breath and he could have sworn he heard him laughing once more…

Then, his eyes met Pinkie's. Looking up, very briefly, her brilliant blue orbs locked on his and in that one look, she told him to keep silent. She'd spoken up to prevent him from having to reveal his own, horrible truth and she wasn't going to let him do it. Not just yet.

She probably thought she was telling him psychically and perhaps she did, for Dusk closed his mouth and said in his head how thankful he was. To his surprise, Pinkie smiled back and winked, returning to her distress. It was lucky he did, for the real truth was revealed just a few seconds later.

"Wah, ah can't stand it anymore! It's me! Ah admit it! Ah didn't earn my cutie mark! They're all fake!" She stopped spinning and the dirt where the seeds were buried moved. "Ah figured the Heart's Desire would help me get what ah wanted most! So when Zecora left her hut, ah mixed up a special potion and put the rest of the Heart's Desire in it!"

The seeds swiftly grew into a beautiful flower, with purple petals and a bright white centre. As white as the virtue it was named for, Dusk thought, marvelling at its beauty along with everypony else. It only lasted a second before Apple Bloom snapped it up and swallowed it in one gulp.

Exhausted from her efforts, she collapsed on the ground, but now she could have the rest. One by one, in little white flashes, the fake marks vanished until the last one had gone, leaving the filly blank flanked once again. Only this time, for a long while, she looked happy about it, as did everypony present.

"Apple Bloom!"

"Are you okay?"

Sweetie Belle and Scootaloo ran out to meet their friend, as relieved as the rest, if not more so for their fellow Crusader.

"Ah'm great, and ah've never been happier to be a blank flank." She hung her head in sorrow. "But ah'm awful sorry ah lied, 'specially to you gals. Ah was so desperate for my cutie mark, ah just got carried away."

They smiled in understanding to her. They knew exactly how she felt and didn't blame her one little bit.

"And I'm really sorry I snuck those flowers from you, Zecora. I- I wouldn't blame you if you never wanted me to come by again," she said, bowing her head in shame, until Zecora gently raised it again.

"Now, Apple Bloom, do not be silly. You are always welcome, my little filly. With each mistake you learn something new, growing up into a better you."

They all smiled at the filly to make her feel better. But just as Dusk turned to Zecora, to comment on her wise words, she had vanished. Great, now they had another pony who just came and went as they pleased.

"Apple Bloom," said Twilight, ignoring the strange incident, "would you mind writing to Princess Celestia and telling her what you've learned?"

"Ah'd be happy to, Twilight! Spike?"

"Ready!" Spike declared, quill and parchment in claw.

Dusk listened while Apple Bloom dictated how, when you wanted something badly, you might try to create short cuts to get it, but then you wouldn't have truly earned what you wanted because of this and that honesty was the only true course. Celestia would find that a charming read, he thought once Spike had sent it off.

He could certainly he knew about that, for it was honesty in the end that had gotten him what he always desired, his friends and marefriend. He exchanged a warm look with Twilight and stood closer, allowing her side to make contact with his and her to lean her head on his shoulder, while they watched the Crusaders run for Zecora's hut, to try marks in potion making. The frivolity and carefreeness of childhood…

The laughter was still there though. He had been lucky this time, but would he be so lucky next time? Could he eventually tell them? What's more, how angry would Luna be when he failed to meet her expectations?

He didn't want to think about it, because he wasn't sure which one was worse.

* * *

That was a good one for me, I hope you find it just as much. All day rehearsals tomorrow and the next day for my show on the 14th-16th, so this is my way of making up for not getting any writing done.

Next time, Luna will be addressed on her methods, but to what end?

Hope you enjoyed and reviews are welcome!


	9. Take It Down A Notch

**Take It Down A Notch**

Watching from the grandest balcony, of the tallest tower of Canterlot, Princess Celestia looked out on the kingdom of Equestria, bathed in the warm glow of the sun that she gave them every day. It was something she always did and it reminded her that, no matter how difficult her duties might be as ruler or how tiring it could sometimes be, it was always worth it to see this beautiful land enriched by the sheer beauty of the sun's rays.

She would close her eyes sometimes and try and picture her subjects, happy and content, going about their daily lives and fulfilling their own unique roles that they had all discovered themselves. It was this that brought a smile to her face, because it reminded her that they were all the same, in that respect. Even her, despite the crown and authority she possessed, that she sometimes wished she could do without. They all had duties to perform and they did them gladly. She did and so did her sister.

Speaking of which…

Looking down on one of the passages below, she glimpsed the midnight blue form of Luna, trudging along with her head low, obviously deep in thought. This was a little unusual, as she would normally be spending time during the day resting to perform her duties at night, which would have to be even more so now that winter was on the way, with the nights getting longer and the days getting shorter.

Still, she was pleasantly surprised regardless of this and was always happy to see her little sister. So, she spread her wings and soared off the balcony, gracefully turning in the sky before landing perfectly beside her. She had been watching her descent and rolled her eyes a little.

"Show-off," she remarked.

"There's not much point in being princess if you can't have a little fun, now and then," Celestia countered brightly. "It helps to make it more interesting."

"Don't I know it?" she said. "I still remember that time you sent a servant out to the market, for some elbow grease and waterproof towels. How long was he running around for?"

"Oh, a good few hours," she remembered lightly. "He was quite flustered at the end of it, if I remember correctly."

"That is an understatement." She let out a reluctant laugh. "I suppose it was rather amusing."

"Just some harmless fun," she dismissed. "So, what are you doing out so early, other than to reminisce with your big sister?"

Luna shrugged. "I just fancied a walk, to enjoy the day for a bit and relax before my tasks tonight."

She was trying to distract from the subject, but Celestia knew her sibling too well for that to work. She had an idea of what was bothering her.

"Am I right in guessing that one of those duties is another lesson with our newly discovered Element of Unity?" she asked.

"What of it?" Luna snapped. "You already have a student, why should you take interest in mine?"

"Calm down, I was only asking," she placated, obviously touching some sort of nerve. "How are they going then? You don't mention them much."

"You've never really asked," she replied.

"Apart from that offer of help, which you declined quite confidently, if I recall," she said. "But, I'm asking now, so how are they?"

"Fine, just fine." She didn't elaborate further.

"Is Dusk coping okay? Making progress?"

"He is managing and… perhaps not as much as I'd like, but he's fine, yes," she said, though not with much surety.

"I see." Silence passed between them for a bit. "You know, if you do want some advice, the offer still stands…"

"No!" she replied sharply. "I don't need any help! Now, stop asking about it!"

"All right, I won't," Celestia calmed. "I'm just looking out for you, Luna."

"Yes, Tia and I appreciate it, but I don't need it." She started making her way down the right hall. "Now, if you'll excuse me, I'll retire to my room."

"As you wish." Celestia sighed as she watched her go. Luna, stubborn as a mule as always and with the temper of a coiled hydra at the worst of times.

"Stand aside!" she commanded to a guard, who glared at her retreating back before resuming his patrol and fuming. Perhaps a dragon would be a more apt description.

She'd been rather short-tempered of late, especially when broached about the subject of her training of Dusk. While she did mean well, Luna could be rather proud of herself at times and usually wouldn't ask for help, unless she really needed it and only then with further prompting. Though she did respect her sister's privacy, Celestia knew enough that the sessions didn't seem to be going well at the minute. At least, not by her standards.

Why couldn't she just come to me and talk, she thought sadly. It would make things so much easier for her.

"Good day, Your Highness." She looked to see the arrival of Shining Armour, captain of the Royal Guard and probably the least uptight of the group. "Sibling trouble?"

"You could say that." That was something she liked about him. He wasn't afraid to speak his mind, despite her position. "She'll simmer down eventually, give her a few hours."

"Hope so, Hard Edge isn't really the type to talk to like that, even if you are royalty," he said, referring to the guard she'd yelled at. "Anypony try something like that with him and likelihood is most of your body won't be in Canterlot for very long."

"I'll bear that in mind," she laughed. "Have you heard anything from Twilight recently?"

"Not really and mom and dad haven't heard much either," he told her. "Still, Twily is usually busy having fun with her new friends, so that's better than just studying all day, like she usually does."

Celestia smiled at the affectionate nickname he had for her. "And you're usually busy yourself." She leaned in and winked. "Cadence rarely talks about anypony else these days."

"Yeah, well, she's a great pony," he said, a red tint in his cheeks. "Glad to know that she's thinking of me though."

"I'll bet." They laughed again, a thought coming to her. "So, Twilight hasn't told you anything recently? Nothing of great importance?"

"Actually, she did mention in her last letter that she had something pretty big she wanted to tell us, but she was going to wait a little longer first." He looked up inquisitively at her. "Why, do you know something about it?"

"I might," she teased, "but I think it's for her to tell you, not me."

"Aw, come on! You can't leave me hanging like that!"

"Yes I can. You forget who's in charge, captain."

"Hasn't stopped you before." He flashed a charming smile. "Come on, tell me."

"No, I won't."

"Come on, just a hint?"

"Don't you have a patrol to get back to or do I have to enforce royal authority?" she said pointedly, though not without a smile.

"Okay, okay, I'll get back to it," he assured and started marching off. "But I'll find out, sooner or later Princess!"

"I'm sure you will." She smiled at his retreating back, glanced in the direction Luna had gone off in and returned to her important royal duties. There was a slice of chocolate cake in the fridge with her name on it.

Being a princess did have some advantages after all.

* * *

Dusk was really trying his best, supporting fives small books upon on a colour cloud, concentrating with all of his might on holding it there and envisaging as best he could the image of a pillow in his mind. Though Zecora's potion was helping to keep the headaches at bay, they were still there, niggling in his mind like buzzing hornets. He so wanted to stop, just to rest for a second and regain his strength.

But if he stopped, he would have to cancel the spell and he couldn't afford to do that. He had to hold on… had to hold on… had… had to…

He let out a loud gasp, stopped the spell and fell at the same time the books did, with probably the same sound. His head raged like a fire and he barely had the strength to lift his neck, let alone stand up on his hooves.

"Can't… can't… manage… anymore…" Dusk gasped.

"Just rest, you did great," Twilight soothed. "Spike?"

"Two minutes, five seconds," he reported, looking around at the spilled books. "And one big mess."

"See Dusk, that's pretty good," she encouraged. "You've really improved."

"But… it's not… not enough," he replied. "It's never… enough…"

"Dusk, I'm sure once Princess Luna sees how far you've gotten with this spell and how much it's taking out of you, I'm sure she'll understand that you're giving it your all," she said bolsteringly.

"No, she won't… she never does… it's never enough." He sighed again, bowing his head. "What's wrong with me, Twi? Why… why am I not good enough?"

"Don't think like that." She lowered herself so her eyes met his. "You are doing wonderfully and I'm sure that this is a pretty big step for you, other than just making shapes with these things."

"Just too bad… I can't manage it now…" he muttered.

"But still, you've been teaching yourself control and improvement ever since you've discovered it. Even with my inherent magical ability, I still needed the princess's help to control it properly." She raised his head gently with her hoof. "That is truly remarkable and something to be admired."

"You… you really mean that?"

"Every word of it. You're a remarkable stallion, with a wonderful talent that's only now beginning to be developed and I'm sure that it'll be something really spectacular."

Despite her words, Dusk was still frowning. "Then… what's wrong with me?"

"The problem's not you, it's her," Spike put in. "It's like Twilight said yesterday, she is putting way too much pressure on you to do this stuff. Even I can see that."

"Exactly," Twilight agreed. "You need to speak with Luna about this and sort this out, because you just can't manage it."

"Twilight… I… I don't know… if I can," he whispered.

"You have to, it's for your own good and she needs to realise that too," she urged. "I don't know what it is she expects of you, but you simply can't handle this level of pressure."

"Yeah, you're sweating so much, I'm having to mop it up." He held out the cleaning tool for emphasis. "Just bring it up in your next lesson, you gotta!"

"I… I… I don't know…" Summing up what little strength he had left, he pushed himself back up to his hooves, wobbling a little. "I'm going to… get some fresh air… think about this more…"

"Of course, take your time. We'll be waiting here for you. And Dusk?" She stopped him, just as he reached the door. "I meant what I said, okay?"

"I know…" He smiled back at her. "Thanks…"

"You're welcome, but I didn't just mean that." She nodded slowly. "Talk to her."

Dusk didn't reply, closing the door behind him and taking in a few deep breaths of the crisp air before walking off into Ponyville.

Though the air was soothing and the relative peace welcoming, Dusk still had an ache in his head from both the practice he had been doing and the looming subject that was coming up this evening. It was his next lesson with Luna and he still hadn't improved to the level that she wanted him to, despite spending the rest of yesterday and most of today practicing his magic. Even with all that, it still wasn't enough for him to please her when the lesson came.

Needless to say, he was very distressed about it. He wasn't sure if it was these feelings of extreme worry, the levels of which Luna had set for him or a mixture of both, but he simply couldn't get any better other than what he was currently managing, which he knew she would see as pitiful at best and intolerable at worst. She'd made it very clear that she expected a major leap forward on their next lesson and Dusk didn't want to fail her. But it looked like he was going to.

He tried to shake his head clear, but it didn't do him much good and earned some concerned looks from a few passing ponies. Despite how he knew how he felt about it, he found himself seriously considering Twilight's advice to him from before. Almost ever since they'd started their lessons, Luna seemed to have some kind of expectation or standard that she expected him to meet, a standard that he could never meet. If he couldn't meet it and all he was going to do was fail her, would it be better to just… stop?

Admittedly, it wasn't a very pleasant thought. Luna may be strict as his teacher, but she was also his friend. He didn't want to insult her by ending his lessons like that, simply because he was unhappy and having problems. She'd want him to persevere and endure. He also still wanted to see what potential he could unlock with his magic, even if some of it would be used for the violence he so despised. He'd never be able to discover that potential without her guidance and wisdom to help him along.

But then… if she was truly his friend, why was she being so harsh with him? Why did she seem to have no sympathy for when he was clearly having difficulty? Why didn't she just tell him what she wanted of him, rather than constantly pointing out what was wrong? It was these thoughts that made Dusk's anger simmer, something that was rather rare with him, but not entirely unfounded. It was enough to make him consider getting something out of her, whether he was offensive or not.

But could he have the courage to do that? Would he do it?

"Incoming!" He snapped his head up, but didn't have the time to move before something barrelled into him at full speed, knocking him over into the dirt.

"What the-?!" He looked up and saw himself to be entangled in a familiar cyan Pegasus, who smiled sheepishly.

"Oh, hey Dusk… sorry about that." She quickly got off of him and held out a hoof. "Here, lemme help you."

"Thank you," he said, but not without a bitter tone. "You should really be more careful when you're flying."

"Yeah, my bad," she admitted. "Still, must be happy I took the time to bump into you."

For some reason, her attempt at humour just made him more annoyed. "Rainbow, you could have seriously hurt yourself, with me included. Just watch where you're going next time."

"Okay, okay, I said I was sorry, geez," she placated, a little annoyed herself. "What's gotten you so uppy all of a sudden?"

Shame now replaced his anger. Dusk realised now that he was letting his anger get the best of him and heaping it onto Rainbow. He took a few deep breaths to calm himself down before looking back up at her.

"My apologies, Rainbow," he said sincerely. "I didn't mean to snap, I've just… got a lot on my mind right now."

"Eh, don't sweat it, everypony has a bad day once in a while huh?" She tilted her head to one side. "You wanna talk about it? I've got nothing better going on."

"If you don't mind…"

"Hey, I never mind if one of my friends is in a jam, even the geeky ones." She chuckled a little and punched his arm. "Just kidding man, you're cool." She set equal pace beside him as they walked. "So, what's the buzz? I haven't seen you, for like, years."

"A slight exaggeration," he remarked. "Sorry for that too, but I've been busy."

"I remember the last time you said that. Hey, hey," she quickly said, when he knew what she was referring to, "I was only kidding, I believe you. Being student to a princess has gotta be a full schedule, huh?"

"That isn't the half of it," he admitted. "Thanks for the understanding."

"No probs, some ponies are busier than others. Me, for example, I'm always busy practicing, flying, napping, managing the weather, napping some more, being awesome, you know." She shrugged and stretched her limbs. "Pretty full time stuff, I barely manage to squeeze in anything else."

"Yes, I can imagine you wouldn't want other appointments to conflict with your daily states of unconsciousness," he quipped, with a small smile.

"Finally, somepony who understands!" They both laughed a little at that and Dusk was glad for the relaxed atmosphere she bought. "So, what's up with you then? Apart from the sky?"

"How do you mean?"

"You know, what had you snappier than Gummy before?" She nudged his leg with a sly smile. "Problems with the missus?"

"Um… not quite…" he mumbled, blushing from her referral to Twilight. "Me and Twilight are doing fine."

"Well, good for you two," she said with a smile. "I bet you really like spending time with each other, huh?"

"Oh, we do, it's great!" he replied enthusiastically. "I've never felt like I have before when I'm with her. Just a few days ago, we-"

"Hey, I said I thought it was good you're doing good," she cut off. "I didn't ask for _A Dusk and Twilight_ story, as narrated, written and edited by Dusk. Keep the mushy stuff to yourself when I'm in the vicinity."

"Right, sorry, I forgot," he muttered. "I don't think anypony would want to write a book about me though."

"You never know, they might," she replied. "Not that I'd read it, I'm not into that stuff. But anyway, we're getting a little out of the way here. What's going on that's gotten you more uptight than Twilight when she's lecturing?"

"Well, it's um…" He sighed again and bowed his head. "It's about my lessons with Luna."

"Ah right, I get you. What about 'em?" she asked.

Dusk explained, as best he could, about his predicament with the Princess, about the high standards she seemed to have and how he'd been told to talk with her about it, but just didn't really know how to begin, or even if he should.

"I don't even know if there is a problem, or if it's just me being weak," he finished. "I just… I just don't know what to do…"

Rainbow looked at him thoughtfully a moment, before a determined glare fixed on her face. "Dusk, I know that you're a lot of things: skinny, a little underdeveloped, nerdy, geeky, timid, have a self esteem lower than a diamond dog's house-"

"Is this meant to be making me feel better?"

"But one thing you are definitely not is weak," she finished confidently. "You're tough, but in your own way and the problem is most definitely not you, it is most definitely her."

"You… you think so?"

"Well, duh!" She flew up and spread her forelegs out to emphasize her point. "She's just pushing you and pushing you and pushing you, without any rhyme or reason and that's just completely, totally uncool. And you have gotta say something about it, even if she kills you for it, because she's gonna anyway if she keeps this up."

"Is um… that right?"

"Well, of course, not literally," she clarified. "But pushing yourself until you're ready to collapse every time you work out isn't healthy, in fact it's worse for you."

"But I don't even know-"

"No, no, no, that's not what you say." She shot down next to him. "Right, here's what you're gonna do. Next time you have your lesson…"

"Tonight," he supplied quickly.

"Tonight, right and you're not happy with the way she's doing things, here's what you do." She demonstrated physically while she spoke. "You draw yourself up, chest out, head up, eyes forward. Come on, lemme see."

A little nervous about this, Dusk did his best to mimic her. She looked him over, adjusted him in some spots and nodded.

"Right, good. Then, you march right up to her, look her straight in the eye," she said, again doing what she said as she said it, "and you say, 'Listen here princess, I've had enough with how you're doing things and you either go and change things up, or I go home!'"

Dusk nodded slowly, unsure whether or not to avert his gaze. "Right…"

"Right." She didn't move away and kept her eyes locked. "Now, come on, let's hear it."

"Okay um…"

"No, no, keep eyes on hers, don't look away."

"Okay." He took a deep breath and took his cue. "L-listen here… princess…"

"Come on, are you lulling a baby to sleep or yelling down a princess?" she demanded. "Louder, no pauses, come on!"

"Listen h-h-here, princess-"

"No stuttering and louder, pick it up!"

"Listen here, princess!"

"That's it, come on, a little more, really yell it out!"

"Listen here pirncess!" Dusk yelled, letting it flow through. "I've had enough with how you're doing things!"

"Is that right?!" Rainbow demanded.

"Yes, it is!" he yelled back, "and you either go and change things up or…!"

"Or what?! Huh?!"

"Or I'm going home!"

"I can't hear you!"

"_Or I'm going home!"_

"Yeah, now you've got it!" she cheered.

"Yes, I do!" He was brought back to his senses and realised a good few ponies were staring at them "Ah… right…"

Rainbow, however, was unfazed. "There you go, that's how you do it." She slapped him jovially on the back. "So, tonight, when she's pushed you enough and you can't handle it anymore, you just tell her that, yeah?"

"Yeah," he agreed, though not feeling as hyped up as before. "You really think this is the right thing to do?"

"Swear on it, trust me, this is gonna be a cake walk."

That sounded true enough in that moment and Dusk believed in it too. But by the time he'd waited long enough in his home that night for Luna to show up and once again found himself remembering the last time she'd gotten angry with him for shouting, he knew this was going to be anything but a 'cake walk'.

At first, the lesson went on as normal, with Luna giving him the warning that he'd better have been practicing before commencing the next round of sweating, glaring and aching. Dusk's fear kept him silent, his willingness to not disappoint, but by the time he'd tried and failed for the fifth time to reach her expectations, and earning nothing but more glares and stern expressions, he was at his breaking point.

He collapsed on the ground again, having failed to hold the spell for the expected time, which he hadn't been told and his head pounding like diamond dogs going at it with their pick axes.

"And again, the same," Luna chastised, speaking more than just 'again' each time he stopped. "Every single time, every single lesson, it is always the same."

"I'm… I'm sorry… princess…" gasped Dusk, on the floor and not entirely sincere. "I just… just can't…"

"Cannot or will not?" she asked disdainfully. "I am trying my best to teach you, Dusk, but I cannot help but feel that you are not doing the same for me."

"I… I don't…"

"You claim to be practicing, as I instruct, yet every lesson, I see little to no sign of any improvement, whatsoever," she snapped, with no sympathy in her voice. "I do not truly think you are as dedicated to your studies as I first thought."

"That… that isn't…"

"Isn't true? I do not think so," she dismissed. "Here, in Ponyville, there are too many distractions for you, too many things to divert your attention. Clearly, you think that wasting time with your friends and spending frivolous pursuits with Twilight Sparkle are more important than our lessons. Worse still, you are probably distracting her from her own studies too."

"What… what are you… saying?"

"I'm saying that perhaps you need a change of pace. Perhaps I should have you move back to Canterlot, so that you can have more time to focus on your studying and less time for foolishness." She glanced back at him. "I wish it did not have to be so, but you have left me little choice in this matter. You've disappointed me, Dusk. I expected more of you."

That was it. That was the tipping point. At this time, he didn't care if she was a princess, if she was his teacher. All he knew now was that she was being completely unfair to him and had been for the past, painstaking weeks. He'd put up with it, gritted his teeth and carried on, but now he had had enough of it.

He pushed himself up and returned her glare, though her back was now turned. "And what is it exactly that you expect of me?"

"What?" He could see her eyes narrow as she glanced back again. "What did you say to me?"

"I said, what do you expect of me exactly?" he asked, in a low, but angry voice. "Because I don't know exactly what that is. Ever since these lessons started, you have done nothing but tell me to work and work and work, but never tell me what I'm working towards. What is it that you want from me exactly, princess?"

She rounded on him now, but Dusk stood his ground. "I expect you to be at your best and I do not expect you to take that tone with me, Dusk. I am your teacher and I am your princess, do not forget."

"I haven't forgotten, but do you know what I also haven't forgotten?" He looked right back into her eyes. "I haven't forgotten you saying that our lessons wouldn't make you any less my friend. Your friend, remember? Because, unlike me, it's clearly slipped your mind."

"What?!" Her eyes narrowed even further. "How can… how can you…?!"

"I can because, even though you don't seem to think so, I have a right to say what I think." He took a step forward. "Ever since these lessons started, I've had splitting headaches, endless hours of practicing and you telling me that it isn't good enough and insulting me by telling me that I've been lazy and that my friends aren't important!"

"Dusk, I am warning you-!"

"Warn all you like, because you've clearly forgotten, along with a few other things that, without this unimportant, time wasting triviality that is called friendship, you and I would have never even met. You would still be locked away in the moon, trapped in stone and being used as a garden ornament by a being with the same sense of twisted humour as a medieval torture master!"

"SILENCE! We have heard enough of this!" She was using her royal voice now, storm clouds billowing around her. "Now, you listen well, Dusk-!"

"NO! NO I WON'T!" He shouted back, determined not to let her beat him. "Now, you listen here princess, I've had enough with how you're doing things and you either go and change things up, or I go home!"

"WHAT?! You dare-!"

"Yes, I dare! Twilight was right, you have been pushing me too much and I just can't take it anymore!" he cried, some tears welling up. "I've tried, I really have, but I've had enough of it. I've had enough of the pain, of the constant disappointment I get, no matter how hard I try, but more than that, I've had enough of _you_!"

That did it. She was struck dumb by that acclamation, her mouth wide open in utter shock and he could swear he saw her eyes shimmer a little. He almost regretted what he said and was about to apologize, but his anger was still there. He needed to say that. Every word had been honest and he wasn't going to take it back.

Just like Rainbow had told him. And it had worked.

"I suppose that's settled then." He started to walk away from her, moving back to his home. "Good night, Luna. I hope you were expecting that."

He didn't turn back, didn't look back, he just kept walking until he was back inside. Luna didn't try and stop him. She didn't grab him or yell or shout. She just watched him go, in complete silence. He thought he glimpsed her raising her hoof at one point, but he was sure it was nothing. If she'd wanted to do something about this, she should have recognised what was wrong and did something then. It was too late now.

Just as he'd stormed back upstairs, slammed the door and set aside his hat, he happened to glance out the window. She was still there, out in the field. He couldn't see her face in the dark, but he was sure he saw something glistening fall down her cheek and splash onto the ground. Like a star falling from the sky. She then whirled around furiously and took off into the night, back towards Canterlot with the speed of the wind.

Not really sure how to feel about that, but knowing he was still angry with her, Dusk climbed into bed, removed his glasses and lay down to sleep. Only as he closed his eyes and gave into his slumber did his own tears start to fall down his cheeks… and the guilt begin to well up again.

* * *

_He was stood in the middle of a starlit meadow, bathed in the pale glow of the moon and the many twinkling lights of the stars above. Normally, he'd consider the sight to be beautiful, awe-inspiring, but the stars didn't seem as bright tonight, nor the moon as enchanting. He found himself wishing it were completely dark, with no light at all, just so he could hide away in it and rage in peace._

_He thought he was alone out in this field, finally achieving a little peace now that he was no longer being scrutinized for every failure. But he didn't feel at peace, or calm. If anything, the loneliness, the quiet, it was even more oppressive than his teacher's presence had been. There was no hooting of owls, no chirping of crickets, no rustling of the leaves in the breeze. Nothing. All the beauty he found in the night was gone, replaced with… nothing._

_And yet, he knew something else as well. Despite how quiet he was, how much the weight of silence was pressing down upon him, he wasn't alone. There was something else here, waiting in the darkness. Waiting for him. And it wasn't friendly._

"_Hello?" His voice seemed to echo in the silence, but that was the only reply. "Is there anypony there?" Still nothing. "Luna…?"_

"_How wrong you are." He came into view, as if the shadows themselves had spawned him, those jade green eyes boring into him. _

"_Doom…" he whispered._

"_Hello, Dusk," he growled. "What are you doing out here, all alone? In the dark? It's dangerous for you, such a state. Anything might happen to you and none would be able to find you if it did."_

"_I'd say I would need the company, but your presence is far from comforting," Dusk retorted, not in the mood to be intimidated._

_He wasn't going to let his darker side scare him. Not tonight._

"_I appear to have touched a nerve," he taunted. "Such animosity, and anger. I'm almost proud of you. Almost."_

"_My mistake, sorry," he snapped._

"_There it is again." He smiled that horrible, empty leer. "You know, now that I think about it, I am quite proud of you."_

"_For what?"_

"_Why, for your handling of your dear royal friend." He cast his eyes around the meadow. "I don't see her here, do you? She's always interrupting our sessions, but I don't think we'll be interrupted tonight. You saw to that, so I thank you."_

"_You don't scare me.!"_

"_Still the terrible liar, yet an excellent shouter." He stepped closer. "You really broke her down and put her in her place, well done. I would have punctuated with some violence, but still… little steps, don't you think?"_

"_Shut up! I'm not like you!" he shouted._

"_Oh, but you are. More than you think, I would imagine," he purred, but still with that anger._

"_No… no, I'm not!"_

"_Denial isn't healthy, Dusk. You should know that," he smiled, with a few more steps closer._

"_Stay back! I'm… I'm warning you!"_

"_Warn all you like, because you've clearly forgotten, along with a few other things that, without this unimportant, time wasting triviality that is called friendship, you and I would have never even met. You would still be locked away in the moon, trapped in stone and being used as a garden ornament by a being with the same sense of twisted humour as a medieval torture master!"_

_Blackhole was mimicking his words, putting on a twisted mix of Dusk's voice and his own. It was horrible to listen to, but made even worse when he could tell that it was his voice that he was using._

"_No… no, stop!"_

"_I've had enough of the pain, of the constant disappointment I get, no matter how hard I try, but more than that, I've had enough of _you_!"_

"_Stop it! Please, just stop!"_

"_Look at you, little Dusk, with such anger bubbling up inside." He was close now, his jade eyes piercing Dusk's emerald. "We are so much more alike… more than you ever thought."_

"_No… no…" Dusk could see it, in his eyes. A near perfect reflection. Brown mane tinted with white, fur darkening to black. Even his voice, it was starting to match. "No!"_

"_Look at that, such a resemblance. Why, we could almost be twins." A mirror appeared before them, Blackhole standing beside him… and Blackhole's reflection staring back, instead of his own. "Now we really are… brothers!"_

"_NOOOOOOOOO!_" _But Dusk's scream went unheard. Nopony could hear him here…_

* * *

Dusk trudged to the library the next morning, certainly not feeling as cheerful as he usually would. His headache had lessened, but whereas before that would have been a blessing, he now wished to have it back, for it would have helped to remind him that, even though he'd disappointed her, at least he hadn't done what he'd done last night.

He was in mixed minds about his actions. On the one hoof, he was glad that Luna at last knew how he felt about their lessons, making it very clear how much she'd been hurting him. Though it hadn't exactly been easy, it had been something that he needed to do. Twilight had said so, Rainbow had helped him to do it, how could it not be the right thing to do? It was about time, he thought, that I stood up for myself in something.

And yet… he could still remember seeing that tear rolling down her face, the complete silence that he'd put her in, the shock that registered on her face once his rant against her had reached its final, terrible conclusion. He hadn't even seen her in the dream world after that. Guilt was mixing with the righteous stance that he'd taken to make himself feel better about it and that was a worse pain than any migraine could give him.

Of course, that was made only worse by his experience that night. While he had small nightmares before, they weren't as bad. They were unpleasant, but he knew that Luna was always there, helping to keep them at bay. But tonight, they'd been worse than they ever had been. Though Blackhole was gone, his presence remained. Whether it was memory or lingering magic, Dusk didn't really know. All he did know was that he had tormented him that night worse than he ever had before, in the little shreds of memories he had.

He yawned loudly and rubbed his eyes in a bid to stop himself dropping off, for he hadn't gotten much sleep due to constantly waking up and screaming, drifting back off to sleep to have the same thing happen again, or else just lying awake, flinching at every sound, his eyes wide with terror for what should happen if he should ever close them. Accompanied by the thought that, perhaps, he hadn't done the right thing after all.

"Whoa, somepony woke up on the wrong side of the bed this morning," Spike remarked when he slouched into the library.

"Oh my gosh, Dusk you look awful!" Twilight was at his side in an instant, helping him to stand up and guiding him to a table. "Here, rest there till you feel better."

"Thanks," he muttered, rubbing his eyes again and trying not to doze off on the table. "But I don't think that'll happen… any minute soon…"

"What happened last night?" She sat opposite him, leaning across the table. "Did Luna keep you up even later than normal? Did you talk to her about this like I suggested?"

"And that I supported," put in Spike.

"To the former, yes, in a manner of speaking…" He paused to yawn again. "To the latter… yes, I did."

"You did?" The surprise was evident in her tone. "Well, good then. What did she say?" She suddenly gasped. "Did she lose her temper and make you work twice as hard as a result? Oh my goodness, if she did, I am so sorry, I had no idea she would-"

"Twilight, it's okay. This," he said, gesturing to his exhausted state, "isn't from my lessons. I just… had a rough night."

"I hear you, so did I," said Spike. "Did you have a nightmare that a giant gem wanted to eat you up that made you scream like a little filly when you woke up?"

"…No…"

"Oh good, because I uh, totally didn't…" He looked around shiftily and sidled off.

"Anyway," Twilight said, returning to the matter at hoof, "did you just not sleep well? Why not?"

"Just… nightmares," he replied in a low voice, shivering from the recollections. "Nothing to worry about…"

"Are you sure? What were they about?" she asked out of concern.

"Just… bad memories."

"You want to talk about it?"

He thought about it for a moment before answering. "Not really, no. It's not something I… can talk about easily."

"Right, I understand. I won't pry," she assured, though she still had a look of worry on her. "So, how did it go with Luna? Has she agreed with what you think and taken steps to improve? If she hasn't, I can talk to her as well, if you like."

"That's kind of you, but… I don't think that will be of any help," he replied dejectedly.

"What do you mean?" Gradually, he started to tell her about what happened until her concern shifted into utter shock. "You quit your lessons?!"

He recoiled a bit from her. "Um… yes. I um…" Now he definitely wasn't convinced he'd done the right thing.

"Dusk, what were you thinking?!" she shrieked. "When I said I was concerned about your lessons, I didn't mean that you should just give up on them!"

"I know, I know," he moaned. "I don't really know what came over me, but… I was just so angry and she was threatening to take me away from Ponyville, saying I wasn't good enough and… it was just an idea, it just… came up."

When she next spoke, she'd obviously calmed down more. "Dusk, I can understand that you were angry and I wouldn't want you to leave either, but you had to have stayed calm. Losing your temper wasn't going to solve anything and quitting certainly wasn't. I thought you would have known better than that."

"Well… it wasn't really my idea…" Now, he felt truly ashamed of himself. "I know… you're right, I should have known better. But… you can't have known what it was like, Twilight. Every single time, no matter how much I practised, or how hard I tried, I was never good enough for her. She was always disappointed, always expecting more and I just couldn't take it anymore. Maybe you could have, but… I can't."

Twilight looked as if she was going to reply, but she closed her mouth again, bit her lip and eventually sighed.

"You have a point there. I don't think I would have been able to stand that for very long either." She looked back up, frowning. "You said that it wasn't really your idea to quit? Who could have given you an idea like that?"

Almost as if she'd been waiting for her cue, the library door burst open and Rainbow Dash soared inside, coming to a stop above them.

"What's up, bookworms?" she greeted enthusiastically. "So, how'd it go last night Dusk? You tell that stuck-up alicorn what you think of her?"

Twilight's frown deepened. "Never mind. I think I've figured it out."

"What? What's going on?" She turned upside down and cocked her head quizzically. "What's with all the frowns?"

"You should know, Rainbow," Twilight said sternly. "Thanks to your questionable advice, Dusk has just lost out on his education with one of the royal pony sisters!"

"Huh? I never told him to do that!"

"Either go and change things up, or I go home? Sound familiar?"

"Oh. Oh," she repeated, her face falling. "I… I never actually meant he should do that, I just meant it is as like a threat. You know, to make him sound tougher. I didn't think he'd actually do that. Wait, did you?"

Dusk nodded, feeling more like a fool than before, but still sort of standing by what he said.

"Whoa dude, there's gutsy and then there's… wow, you really…?" She laughed disbelievingly and rapped his shoulder. "Wow, you're braver than I thought."

"There are two kinds of idiots - those who don't take action because they have received a threat, and those who think they are taking action because they have issued a threat," Dusk quoted dully in response.

"O…kay," she replied unsurely. "Well, it's no big deal. Just go say you're sorry."

"Rainbow, he lost his temper with a princess!" Twilight reminded her. "It's not like he can go apologize with a fruit basket and a cake."

"What she said," Dusk added. "Besides, I don't feel ready to apologize yet. I thought we were friends and she would know better, but… well, you heard."

"He has a fair point, she was acting like a jerk," agreed Rainbow.

"Though I don't want to admit, I do have to agree with you there as well," Twilight said reluctantly. "She wasn't exactly being fair to Dusk, but then, you're not really blameless either Dusk. You might have hurt her too. I'm sorry to say that but it's true."

"I thought honesty was Applejack's field." He smiled bleakly, though there was no humour in it. "I'm not saying I disagree with you and I really… regret some of the things I said, Twi, but I still need some time to think… I suppose we're both going to have to wait. If she'll ever forgive me for what I've done…"

"There's always hope." Twilight placed a hoof around him and he felt a little better.

There was an awkward, heavy silence for a few seconds, with only the sound of Rainbow's wings flapping regularly in the air, that was broken by Spike who came rushing back into the room.

"Hey, did I hear somepony mention cake?"

* * *

Just as Luna would normally be sleeping and resting during the day, conserving her strength for the night, Celestia would also be doing the same for when her younger sister came out to bring out the moon and stars, something she still marvelled at, for she knew how difficult the task could be. Normally, Celestia would be more than glad for a chance to rest from the days events, not only from raising the sun, but also from many of her many royal duties that she had to attend to. Such things would leave her exhausted and ready for a long sleep.

But tonight, she didn't go straight to her luxurious chambers and curl up next to the roaring fire as she usually did, perhaps reading the latest of friendship or relationship reports she had received. No, tonight her duties weren't quite finished. But not as a ruler of Equestria, but as an older sister who's younger was in need of comfort.

She had been surprised when last night, she'd found out that Luna had returned earlier than she usually did from her lessons with Dusk. She'd just stormed straight to her own chambers, locked the door and refused to see anypony. Knowing that even she would be included, Celestia had known enough to stay out of her way. Luna had quite a temper when it showed and she knew it was wiser to let her calm down, rather than attempt to talk to her when she was in any state of anger. A servant had learned that the hard way last night and he was apparently still recovering from the shock of it.

She had also remained in her room for the whole of today, barely even coming out for meals, usually just having them sent up. She'd been reportedly raging for most of it, crying for some and then in complete silence for the rest, with Celestia not really being able to decide which was worst. But again, she'd given her a little longer to quiet down and be assured that she wasn't going to take her head off once she stuck it through the door. Just now, Celestia had been told that she had, at last, left her sanctuary and was now at the Star Tower, looking out at Equestria from the balcony there.

The Shadow Guards watching the door had told her that she didn't want anypony seeing her, but once again, being a princess had its advantages. They'd let her through and she quietly, but swiftly, ascended the stairs, until her younger sister was in view. She couldn't make out what her expression was, as she had her back to her, but it was evident she was in some sort of distress over something.

Celestia stood in silence, waiting to be acknowledged. One had to be careful when dealing with an angry, upset Luna. Only a slight shift of her head came when she finally spoke.

"A little late for you, isn't it?"

"I think it's only fair, since you were out earlier than normal yesterday." Luna didn't respond to this comment. "What's wrong, my sister?"

"Nothing," she replied sharply. "Why would you ask that?"

"Mainly because I haven't seen you act like this since father told you that you couldn't wear your favourite hair piece in your mane. He even took it off you to prevent it." She stepped a little closer. "Do you remember? The little flower with the star in the middle?"

"I was eight years old," she said irritably.

"That didn't make it any less important to you," Celestia countered. "What's happened, Luna?"

Instead of answering, she tried to change the subject. "You know, for the longest time, I forgot the splendour of my night sky."

"Did you?"

"For a while, after I was saved, I was scared that, once I started bringing up the stars again, I wouldn't want to take them down again. I'd want to leave them there, so everypony would always see the beauty that I saw. I even felt ashamed once I resumed my duties, that I didn't really deserve the privilege anymore. But, soon, I started to see their beauty again. He helped me along with that…"

Celestia knew perfectly well who she could be referring to, but she didn't comment on it. In fact, she didn't say anything at all. She wouldn't, until Luna addressed the real issue at hoof here.

"Say something!" she demanded.

"Are you going to talk about what's bothering you?"

"Not unless I want to."

"Then I shall remain as silent as the stone Discord has become, until you're ready to talk."

She didn't have to wait too long, until Luna started speaking in a dejected, forlorn tone. "I failed him. I'm a bad teacher, Tia…"

"You mean to Dusk?" The younger princess nodded, whilst the elder started to step closer. "What happened?"

"I lost my patience with him. I was getting disappointed from his lack of progress, but I was still willing to hope that, with enough time and dedication, his full potential would start to show. I thought he would be of the same mind. It turns out I was wrong." Now, she could see her hurt, pained expression on her face. "Now, I've lost my student… and I fear I may have lost my friend too…"

"Luna, there's no such thing as losing a friend." She draped a wing comfortingly around her. "How can a bond so strong ever hope to be broken? Damaged, perhaps, but never truly shattered."

"Easy for you to say," she replied. "I wanted to say something, to command him to stay, but… the things he said… I just couldn't. I… I had no idea…"

"Ignorance can lead to mistakes, but its wisdom that helps us to learn from them," advised Celestia.

"Then from the amount of mistakes I've made, I must be a complete idiot," she chastised. "I've never been a teacher to anypony before, Tia. I thought I'd try and do what you might do with your student, to make him work as hard as he could to reap the benefits. If Twilight could manage it, I don't see why he couldn't."

"That's fair enough," she agreed, "but perhaps that's where your problem lies. Dusk isn't Twilight, as much as you might want to think that."

"What do you mean?"

"I'll let you figure it out. For a start though, I think you should reconcile with him."

"Reconcile?!" She whirled around in anger. "Why should I be the one to apologise? He said that he would be better off without me, as a teacher and a friend! He was rude, inconsiderate and insulting to me! A princess! If anything, he should be the one on bended knee begging for my forgiveness!"

"I see your point, but you know how Dusk usually is," she replied sternly. "I think we both know he wouldn't have said those things unless he had really been pushed to his limits. Even he has them, though he might not seem like he does."

"Even so, from what he's said, I'm tempted to consider not even accepting his apology when he does give it." She snorted angrily. "I don't even really need him as my friend anyway…"

"Do you really mean that?"

Luna was silent for a long while, before her expression softened and she sighed. "No… I admit that, as curt as he was… he was the only friend, apart from you, I had in a thousand years. The only one who wasn't scared. I… I don't want to lose him."

"I didn't think so," nodded Celestia.

"You always seem to know, don't you?" She looked back up at her elder again. "What do you think I should do?"

"I think I'll leave that up to you," she said, with finality. "Ultimately, this is a problem you have to solve yourself. I know how much you prefer to do things yourself."

"Yes…" A small smile came to her lips. "I still managed to get that flower back, you know."

"That was what I had in mind. Father certainly learned of your limits that day." The two of them laughed at the memory. "Good luck, Luna."

"I'll need it. And Tia?" She paused on her way out. "Thanks."

"Anytime, my sister, anytime." She gave her an encouraging smile before finally returning to her chambers, secure in the knowledge that she had done her duty.

Now it was just to see if Luna would do hers.

* * *

Similar to her teacher, Twilight Sparkle was also ready for a good night's sleep. Prompt at nine o clock as always, making sure that she'd brushed her teeth fifteen minutes before, cleared away all her books she'd been studying with fifteen minutes before that and just about to make sure that Spike would be tucked away in his own little bed, before climbing into hers.

Tonight though, she lingered by her bedside, looking out of the window in the general direction where her fellow royal student resided. Or rather, former royal student, after the events he'd confessed to her today.

She sighed at the thought of him, alone in his home, with only his owl and whatever horrible memories he had for company. From when he'd walked into the library this morning, looking thoroughly depressed, Dusk hadn't gotten any better as the hours went on that day. He didn't do his tasks with the same cheer he usually did, had declined her offer to go out and meet some of the others for lunch and had mostly remained in complete silence, now and again having a little snooze to try and relax.

That was just what she needed. Another Spike.

Putting that thought aside, Twilight just wasn't sure what exactly to do. She'd tried to comfort him as best she could, but it didn't seem to have done much good. He was still resolute on not being prepared to apologise to Luna, which he'd said was because he was still sore about how she'd treated him in their lessons. From the states he was usually in, Twilight could definitely understand that, but there was something else too.

She knew that he was scared to face her again. From what he'd said to Luna, she couldn't really blame him. She had really pushed him to the edge with how she'd been teaching him, but she knew that this would have brought his confidence right down again, enough that he was terrified at the prospect of meeting her again. As much as she could empathise though, she also knew that he would have to face her again. She didn't want him to give up on his studies, not when he had so much left to learn.

But what exactly could he do? Was there anything she could do to help him? She hadn't exactly approved of what he'd done, but that didn't negate her helping him out. There had to be something she could do, perhaps-

A knock at the door interrupted her thoughts. Odd. Who could be calling this late?

"I've got it!" she heard a tired Spike call, as she made her way back downstairs. "Look… I'm sorry, but we're not interested in whatever you're selling…"

"Who is it?" she called to the obviously dozy dragon.

"Nopony, it's just Princess Luna." Twilight's eyes widened, as did Spike's about five seconds later when he noticed the implication of what he said and they both cried, "Princess Luna!"

Twilight hurried to the door, hoping she looked semi-decent and looked to behold the younger sister of Celestia on their doorstep. Yet there was something off about her, something about the way she carried herself.

"Good evening, Twilight Sparkle. I hope I am not interrupting anything," she greeted politely.

"Actually, we were just about to- OW!" Spike rubbed his arm from Twilight's sharp nudge to shut him up.

"No, no, not at all Princess," she assured, with a strained smile. "Would you like to come in? Can I get you anything?"

"I shall enter, but I do not require refreshment," she replied formally, stepping inside. "I have come on an important matter, one that I must discuss with you."

"Oh right, you just need Twilight? Good." Spike let out an exaggerated yawn. "Well, I guess since you don't need me, I'll just…"

"Spike, we have a guest!" she hissed at him.

Luna, however, raised her hoof. "It is fine, Twilight. Spike may return to his slumber if he so wishes. He is not essential to our discussions and I am sure he needs his rest."

"See Twilight, somepony understands?" Spike said with satisfaction. "Good night then, have fun talking about whatever…" Dragging his feet and tail, he trudged off upstairs and out of sight.

"Sorry about him, Princess, he can be a little… crabby when he's tired," Twilight informed her.

"Apologies are not necessary, I understand. It is irregular for one to receive visitors at a late hour, but I'm afraid this matter could not wait." Her formal stance had gone and she became saddened almost instantly. "I need your help, Twilight Sparkle."

Twilight was surprised by this, but she led the princess to a seat and sat down herself. "Of course, Princess, what can I do?"

"Please, call me Luna. You have more than earned that right, all of your friends have."

"Oh um, thank you, Luna." She wasn't really used to calling a member of royalty by name. Even with her teacher, she still addressed her as 'princess.' It was only proper. "So… what do you need my help with?"

Luna seemed to be struggling as to where to start, her eyes shifting around the room and fiddling with her hooves a little bit.

"Well… let me see… how um… how fares Dusk?" she finally asked.

"Not great," she admitted. "He's been really distant all day, tired and quiet mostly. He's not often like this, not anymore, so when he is… I get worried."

"Ah… I see…" She didn't say anything else and her face didn't give away anything.

"If I may," she ventured, "I understand the two of you had a bit of falling out about your lessons."

"That's one way of putting it." She looked back up at Twilight. "Your name was mentioned in it. He said that you had pointed out that I had been… taxing him."

"He did?" Worry gripped her and her mind went into overdrive. "Princess, I'm so sorry, I didn't mean anything by it. I only meant for him to say that to you, so that you'd be easier on him, so that his headaches would stop and he'd be able to cope, because he wasn't coping, but now he's quit, which I did not tell him to do! I swear to you, I didn't tell him to, that was somepony else who suggested that, but then she didn't mean for him to do that either and-"

"Peace, Twilight Sparkle!" Her raised voice instantly stopped her babbling. "I did not say that I blamed you for… what has happened. In fact, if anything, I am grateful to you."

"You… you are?"

"I am." She bowed her head a little and bit her lip. "Understand this, Twilight, I have… well, if I am honest… I have never taught anypony before, certainly not one of my subjects. The only referral point that I had was, of course, you and my sister. I thought that it could not be so difficult, for my sister never sought aid for your teachings, so I reasoned that I would be able to teach Dusk without any assistance."

Twilight nodded slowly. "But that didn't go so well. No offense," she added quickly.

"None taken, for that is the truth. My pride was what kept me from asking and I knew that you had been exceptionally talented in magic from a very young age. I assumed that the same would be true for Dusk and that, if I kept him working as hard as possible, that he would soon develop his own magic from what I was teaching him, like you did. But… I was wrong," she admitted.

"I see…" Twilight could certainly understand now why Luna had done this and she no longer felt animosity towards her for what she'd done.

It reminded her of when Applejack had attempted to harvest that whole apple orchard on her own. Thankfully, she'd come to her senses and, by the look of things, so had Princess Luna.

"I am sorry for any difficulty my methods caused you," she added. "I understand that you have been helping him."

"I have and, with all due respect, I don't think I'm the one you should be apologising to," she reminded her, hoping she wasn't going too far. "I mean, you never told Dusk, did you?"

"No, I thought him to be of the same mind as me. Which brings me to my main issue," she continued. "You know Dusk better than I do, for you have known him longer. Tell me, what should I do to improve my teaching?"

"Y-you want me tell you? Wait, do you mean you still want to carry on your lessons with Dusk?"

"I am… fairly certain, yes," she replied. "Provided that he does."

"Oh yes, yes, yes, yes, yes, yes, yes!" She flushed when she noticed how excited she was getting in front of Luna. "Oh… sorry."

"Yes…" Luna gazed at her strangely before continuing. "So, what do you suggest?"

"Okay, well…" She stopped to think for a bit. "You said that, essentially, you set up your standards by comparing Dusk to me?" She nodded once. "Well, I think that's where we need to start. I do accept that, ever since I was a filly, that I've had talent in magic, so has Dusk. Like me, he took a good few years to develop his magic to the point where it is now, but I think that's where the similarities end."

"My sister has said much the same, but kindly… elaborate, if you please."

"Right, well, for one thing, Dusk never received actual tutelage for his magic. He always did it by himself, because he always kept it hidden. As such, he doesn't have the same kind of power that I have. That might still take a while to develop properly, provided that it's done correctly," she explained, starting to pace around while she did. "Another thing as well is that, because he's taught himself, he's not used to learning under the same conditions that I have been."

"I do not understand," Luna frowned. "You learned easily enough and the two of you share many common interests, education among them."

"Well, I learned easily because I sort of enjoy study and practice. I'm not saying Dusk doesn't, but he has his limits to what he enjoys with that sort of thing. If you want him to learn better, I think you should try teaching him in a way that he'll enjoy it. He likes you as a friend, as well as a princess and he likes to have fun with his friends. I'm not saying you have to treat every lesson like a game, but perhaps try relaxing a little more, try to have some fun with what you're teaching him. He told me that he tried that at another point and it seemed to work."

"Like on Nightmare Night… I enjoyed that very much…" She mostly speaking to herself now. "Now that I think about it, it might be easier if I… and then we… yes, I think that's it!" She looked up at Twilight, beaming now. "Thank you for your assistance, Twilight Sparkle! You have surely opened my eyes!"

"Right… no problem. Just one other thing," she added. "Don't expect him to be a great spellcaster overnight. He'll still need time to develop his powers, though I think he's doing great now." She then finished hopefully. "Did that help then?"

"Yes, very much so, thank you again, Twilight Sparkle." She rose up from the table, a lot better than before. "Now, I have another pressing matter to attend to!"

* * *

At almost the same time the Princess of the Night was receiving advice from her sister's protégée, her student was taking a midnight walk through the darkened meadows that surrounded Ponyville, trying to find his own consolation in the stars above. Instead, he only ended up feeling worse when he imagined that each star was the disapproving eye of the princess who raised them, glaring down at him from above.

Many things were whizzing by in his memories: the grating pain from his headaches his anger towards Luna, when he'd lost his temper, the look on her face when he'd finished, Twilight's disbelieving tones, his own guilt mingled with his self-righteousness, which had admittedly been growing less and less in the latter and more in the former.

Despite what she had done, there had really been no excuse for what had happened. He shouldn't have lost his temper and he shouldn't have said those things to her, even if she had rather inconsiderate towards him, though he still wasn't sure why exactly she had been. He knew he had to apologise, after a lot of thought and consideration. And he still wanted to have his lessons, to develop his magic properly. He didn't want that to end… and he didn't want to lose Luna.

But… where was he supposed to even start? Would she even want his apology after what he'd said? Would she even want to teach him? What was he supposed to do? He needed help, but where was he supposed to get it? None of his friends would be awake now and he didn't want to be a bother by disturbing their sleep. Especially Rarity, for she could be very snippy when awoken from her 'beauty sleep'. Where could he go…?

He'd been so caught up in his wanderings and meanderings, that he didn't even notice he was going to walk right into something until he looked up and stopped in front of a metal wall. Reminding himself to be more mindful of his surroundings, he beheld where he had walked to.

One building, just off a little further away, was a basic home, like one of the many back in town, though he noted the roof was the same colour as the sky, as were the shutters. No doubt a personal touch. But there weren't any others around, which was strange, but not as strange as the building directly in front of him. It had the round base, the dome roof and, of course, the huge stargazing lens of an observatory. It was obvious who lived here, but he was still a little bewildered that anypony would live this far away from the town. Even his home was closer than this one.

So… who lived all the way out here?

Something stirred in his memory… Twilight had mentioned once before that the astronomer she'd been talking to at the celebration after Discord's defeat lived in an observatory, but he'd said it was far away from town. Nightfall, if he recalled his name correctly…

He couldn't tell if there was anypony inside either the house or the observatory, but the reminder of Luna and his general curiosity, as well as a slight feeling that something had guided him here, prompted Dusk to open the door and step inside.

Though he expected it so be small, the domed roof and the circular room made it seem so much larger on the inside than the outside. That reminded him of something, but he wasn't sure what… The ceiling was decorated like the sky outside, complete even with stars, planets and swirling nebulas. Somepony with obvious artistic talent had done that and he at first wasn't sure if he'd actually stepped inside anywhere. There was only one room with one other door, a bathroom presumably, with what looked like measuring instruments for astronomy work, a book shelf with books on the same subject and, of course, the viewing point for the telescope.

He would have liked to have had a look through it, but he couldn't have if he wanted to. Dusk could have expected this from the fact the door was unlocked, but there was already somepony using it, somepony he recognised. A unicorn stallion, with a dull grey coat that contrasted a little with his dark blue mane, with black running through it. His tail was longer than most stallions and his mane was styled in a sort of blown back fashion, like he'd been standing too long in a strong wind. His cutie mark was of two silver stars, both outlined in shimmering gold.

Indeed, it was him. Nightfall.

He didn't seem to have noticed that he had company. At first, Dusk was tempted to try and slip out, in case he got angry at the intrusion. But when he pulled his eye away from the eye piece to make notes, he looked up and noticed Dusk. He almost jumped and let out a small cry, but was more curious at his presence than taken aback, though he did seem to have a bit of a timid demeanour.

"Um… how long have you been standing there?" he finally asked.

"Only a few seconds," Dusk told him. "I'm sorry I disturbed you, I'll be on my way…"

"No, no, please, don't feel you have to leave on my account." He moved away from the telescope. "It's just um… I don't often get any… visitors, you know, out here."

Dusk couldn't help but be reminded of the last time he'd met a supposedly shy studier of natural philosophy. Though that made him a little wary, something told him that, unlike that stallion, who just seemed to be hiding something, Nightfall looked genuinely uncomfortable at his sudden arrival.

"I can certainly see why." He offered him a comforting smile. "I really should have knocked, to be fair."

"Yes, well, perhaps I… I should have locked the door. I keep um… forgetting to do that…" He stared off for a bit, but then shook his head and returned the smile. "Anyway, what brings you here um, sir?"

"I was just wandering around, I noticed this place and I got curious." He shrugged. "I didn't even know this place was here really."

"Well, it is quite out of the way and it's only been recently built, so I can understand your surprise," he said, apparently relaxing a little. "Do you have an interest in astronomy?"

"Not really, but I've been rude enough without… well, telling you my name." Dusk tipped his hat and bowed his head slightly. "Dusk Noir, at your service. Pleasure to meet you, Nightfall."

The use of the stallion's name surprised him. "You… you know me?"

"Not personally, but my marefriend mentioned you to me," he explained, not wanting to seem creepy. "Twilight Sparkle, you know her?"

"Oh, oh yes, I remember her. Very intelligent and she knew quite a bit about astronomy too, I was surprised," he said lightly. "You said she was your marefriend?" Dusk nodded. "Then… wait, you're _the_ Dusk Noir! Seventh Element of Harmony! Unity, isn't it?"

"Um, yes," Dusk mumbled, embarrassed by the sudden praise.

"Of course, why didn't I recognise you before?! You were one of the reasons that celebration was held in the first place! Sorry though," he added, when he saw Dusk's reaction, "you probably get that a lot from being an… an Element of Harmony."

"Actually, not all that much…" Dusk frowned in thought. "Come to think of it, the others don't seem to get much of that either. Curious, I never thought about it…"

"Really? That is curious," he agreed. "Still, maybe you're better known in Canterlot, not so much out here."

"Perhaps…" Drawing away from that, he pressed on to know a little more about Nightfall. He seemed friendly enough. "Well, I remember seeing you at the party, at any rate."

"Me too, but I didn't want to bother you. Still, that was a good evening though, nice to be home again," he agreed. "I was only there because my old professor invited me along to it."

"That was nice of him. I grew up in Canterlot too, you know," he added, glad to find some common ground.

"Really?" he asked brightly, reflecting his feelings. "That's interesting, I thought I sensed that air about you. Not the snobby kind of thing like the elite have, but you seem… polite, I suppose."

"Thank you. Same to you." The unicorn smiled at this mention, while Dusk gestured around the room. "You must have done well for yourself, to have an observatory built for you."

"Yes, well, Professor Quantum, the one I mentioned before, had it built for me at the end of my final exams at Canterlot University. I did pretty well. Perfect score," he added quickly, with a proud smile. "But yeah, he decided to give me bigger responsibilities by giving me this and a home in Ponyville. I have to report to him on astrological phenomenon, but I can do whatever I want."

"That's quite a privilege," Dusk noted. "It's the same with me, in a sense at least." He decided not to mention exactly what the circumstances were and pressed on. "Do you like it here?"

"Very much so. Strange, being away from home for a while, but everypony here was really welcoming. I even got a party thrown for me when I arrived here."

Dusk grinned at him. "Pinkie Pie?"

"None other. The same for you?"

"Exactly the same. She is quite a character."

"Agreed." The two stallions laughed a little at their personal memories. "But I settled down in the end, made some new friends… met somepony," he added with a blush.

"Ah, I think I've seen her." Dusk said, nodding. "You were out on Nightmare Night with her."

"Yes, that's her… Shimmer…" The smile on his face grew when he mentioned her name. "Probably the best thing that's ever happened to me."

"I know exactly how you feel," Dusk said with utter sincerity. "Looks like we're both lucky stallions, Nightfall."

"Yes… lucky…" Something changed in Nightfall for a minute there.

It was subtle, but he saw it. His eyes, which were a bright yellow, suddenly filled with a deep sadness and they moved around a bit, like he was watching something replay before them. They glistened slightly with a small build-up of tears and his lips quivered. Enough signs for Dusk to know that something had happened to him. He knew, for he had that same look himself when he recalled his own memories. It wasn't quite the same, but it was eerily similar.

But just as Dusk was about to ask, he blinked rapidly and forced a smile. "But yes, I'd uh, say we're both lucky, yes." He shifted his eyes away and hurriedly returned to the telescope.

"Are you… feeling okay?" Dusk asked.

"Yes, yes fine, just… some bad memories," he murmured sadly.

"Oh… do you want to talk about it?"

"Um… no…" he whispered.

"Are you sure? I could-"

"No! Thank you," he added quickly from his sharp answer, refusing to look at Dusk. "So um… what brings you out here then, Dusk? There are uh, not many ponies out… this time of night, you know?"

"Yes…" Dusk decided not to broach that subject, if he didn't want to talk about it. "Well, I couldn't sleep very well, so I fancied a walk."

"I see." He kept his eye to the telescope, at the same time wiping away at them. "So, why couldn't you sleep? Something on your mind?"

"In a sense, yes." Dusk felt the guilt sink in again as he was reminded of why he was out here. "You probably don't want to hear about it though…"

Nightfall looked back up at him sympathetically. "Well, I'll understand if you don't want to talk about it, but I'm willing to lend my ear, if you like."

"You're sure?" He nodded honestly. "Well, okay um… I receive a sort of personal tutelage from somepony, who's also a friend of mine." Again, he didn't feel like telling him the exact circumstances of his problem.

If he noticed though, Nightfall didn't pry. "Right, I see. Carry on."

"Okay, well, I wasn't um… happy, let's say, with how she was teaching me. It was difficult, I didn't like it and she was just being so forceful and unsympathetic, despite my discomfort. Eventually, I lost my temper with her, something I don't really do and… I said some things… things I regret. Among other things, I told her I didn't want her teaching me anymore and… well…"

"You left it at that," he finished for him. "Right… and do you want to apologize? Do you still want her to teach you?"

"Yes… and yes," he said quietly. "But, after what I said, I… I'm just not sure how to do it. I'm just… I'm scared…"

He felt pathetic, admitting that to a stallion he only just met and didn't even know. But Nightfall certainly didn't seem to see him as pathetic. He was looking at him with complete understanding and also… a quizzical look.

"Dusk, I understand, but I really don't see what the problem is." Dusk stared at him in disbelief. "There's no special procedure for apologising, just tell her that you're sorry and that's enough."

"What?! Bu-b-but after what I said-"

"What does it matter what you've said, as long as you're sorry for it. If you really are friends, then you'll forgive each other," he said simply. "That's what friends do."

"But… how can you know that?"

"Okay, well, do you want to know how I see it?" Dusk nodded for him to proceed. "Friendships, romances, they're just so much better than the things that can spoil them. Life could end at any time, in any way, you might as well strive to make it as happy as you can, while you can… before it's too late. And it starts with an apology."

There again was that sadness in his eyes and again, he turned away from Dusk and back to his telescope. But just from the way he said it, the complete sincerity and how much he was convinced by his own beliefs, that was enough for Dusk. He knew it would still be hard, but he also knew that it was better than doing nothing and losing his friend… and his teacher.

"You know… you're right, Nightfall."

The stallion looked up from his telescope again and smiled. "Of course I am. I've had friends long enough to know how much they mean to me."

"Same here. Thanks for that and Nightfall?" The stallion looked up, that sadness remaining. "I don't know what's happened to you, but all I can say is… I'm sorry for you. Truly, I am."

Nightfall stared at him, dumbfounded, before pasting over it with a small smile and a shifting of his eyes away from Dusk again.

"Thanks…" was all he said.

"No problem." Filled with a renewed vigour, Dusk stood up and stood straight. "Right, now I just need to find some way of reaching her. Now…"

But it turned out that wasn't going to be a problem. Without them realising it, the door had opened again and in it stood the very pony they'd been inadvertently talking about, the light of the stars beaming around her.

Reminded once more of how hard this was going to be, but swallowing, Dusk greeted, "Evening, Your Highness…"

"Dusk," she returned curtly. "You are well?"

"Not really." Silence passed between them awfully. "How… how did you find me?"

"A spell I know," she replied. "It led me here. Strange, I was not aware there was an observatory in this town."

"Who's this?" Nightfall looked around and his mouth dropped open. "By the stars! P-p-p-princess Luna! This… this is an honour, Your Highness." He sprang forward and sunk into a low bow.

"Greetings, good sir. You are the owner of this station?" He nodded vigorously. "Well, allow us to commend you for your décor and your work. It is good to meet one who watches my night, as you do."

"T-t-thank you, princess. Your words mean… a g-g-great deal to me."

"Good, for we mean them." She smiled down at him before looking stony again when she walked over to Dusk. "Now then, I assume you know why I am here, little Dusk."

"I… I do…" He did his best to look her in the eye. "And, before you say anything else, I just want to say… I'm sorry."

Luna watched him for a bit, allowing the silence to sink in. "For what?"

"For everything. I'm sorry for shouting at you, for losing my temper, for saying I'd had enough of you, for everything. I know I was angry, but that doesn't excuse any of what I said." He sunk into a bow as well. "You're my princess, but… you're also my friend and… that was what made it worse. I can't take back what I've said but… I only hope you can forgive me and, if you don't then… well, I'll know why."

"Wait," Nightfall said, "she's the one you were talking about? You were being taught by… Princess Luna?!"

Neither of them responded to his comment. Once again, a heavy silence pressed down on them. Dusk didn't even dare to look up at Luna now, for fear that a single glance would spell doom for him. His heart sank when her voice was still cold when she at last spoke.

"For what you said to me, and how you treated me, I would see to it that you were punished in whatever way I saw fit. Speaking in such a way to a member of royalty, to me, could never be condoned for any reason. But," she added, her voice growing softer, "that was then and this is now."

Wait, did that mean there was still hope? Dusk looked up to see a regretful look on her features that almost matched his own.

"Your anger was not entirely unwarranted Dusk. I treated you unfairly and set my standards too high for you. I was an ignorant teacher and a poor friend, but I believe I can learn from my mistake. I am willing to forgive you, Dusk, if you are willing to do the same and give me another chance at teaching you, if you so wish."

Dusk felt a smile starting to grow. "You… you still want me to be your student?"

"I do, if you do."

"Then, if you do, I will do too because you do."

"Then, because you will do, I will do because you do and because I do and you do want to too."

"I do. Do you?"

"Yes." They stared at each other for a moment and then, as if nothing had happened, they both burst out laughing and hugged each other, thankful that this issue had now passed between them. It was a perfect moment of comfortable tranquillity.

"Um, excuse me? Can I stand up now, please? My back hurts…"

After they left Nightfall to his work and thanked him for his help, he still being flustered from being thanked by a Princess, Dusk knew he'd definitely learned something today. Rather than waiting till tomorrow, Luna volunteered to take his report to her sister if he cared to recite it and write it out for her.

He did so, gladly.

_Dear Princess Celestia._

_This is a report for something both myself and your dear sister have learned about friendship today._

_When you set your sights on a high goal that others have met and fail to reach it, it can be easy to get angry about it and even give up. The important thing to remember is that while it's easy to see it like this, to never keep that attitude. Keep at it, don't set your standards too high because what may have worked for another may not work for you._

_Always remember that your friends are there to help you along the way, to try and have fun with it and do it in a way that works for you. It may take a while, but sooner or later, you'll reach it._

_Your faithful subject, Dusk Noir_

_And your loving sister, Princess Luna._

"That sound good?" he asked her.

"Very much so, though I find it strange to have to do this," she admitted, taking the scroll and adding her seal to it. "Still, it is done now and, seeing as how we missed our session yesterday, we can make up for it tonight."

Dusk sighed, but he kept his smile. "Okay, where do you want me?"

"A moment, Dusk. Let us make this a little more interesting. Come." She guided him away from his home and spun around to face it. "Now, we are going to try and reach your home from here."

"That sounds simple."

"Ah, but there is a condition," she added. "We can only do it using solid light colour platforms, without touching the ground. We shall interchange, you hold me up and let me move forward while I hold you and vice versa until we reach your home. If you fail, the penalty shall be most severe."

"And… what's that?" He yelped as a small bolt of lightning zapped him in his leg, just enough to sting him.

Luna smiled mischievously. "So, do you accept this challenge?"

Dusk let the sting subside and, though this might hurt a bit, it would at least be fun and his house wasn't too far away.

"I accept," he said with a grin. Things were certainly going to get a lot better with them, he could tell already.

* * *

Well, their lessons should be easier from here on out. Thanks to SabreSpark for letting me use his OC for this chapter, I hope I portrayed him okay.

I managed to find some time and whip this up for you all. Aren't I nice? My first performance is tomorrow, so wish me luck. Except don't wish me luck, because in theatre, that's a bad thing.

Up next, May The Best Pet Win!


	10. May The Best Pet Win!

**May The Best Pet Win!**

Dusk was whistling brightly as he walked towards his destination, with his pet owl Ophelia bringing up the rear behind him. He usually was in a good mood, but today he was sure that everything was absolutely as it should be and better.

The past few weeks hadn't exactly been the best of times: he'd barely seen much of his friends, Twilight and he had, of course, had their two scuffles in their relationship, his lessons with Luna had been taxing and he had been suffering from near constant headaches as a result. That was on top already of him coping with his memories and the whispers of him…

But even today, not even the foulest deed that Blackhole Doom had done could stifle his mood. Just over a matter of days, a week to be precise, it felt like everything had improved. Twilight and he had their issues, but they'd learned from them and were still learning, getting better all the time, his headaches were leaving him and Luna's lessons were much more enjoyable than they had been and he actually felt like he was improving and making proper progress.

Due to these issues, however, several things had been neglected. He hadn't seen much of the others, but that was usually because he and Twilight were working together in the library, both to make up for his lessons and because they liked spending time with each other. Though Twilight had been hinting on moving on to different ways of sharing their time soon enough. He'd also been neglectful of Ophelia in that time, he'd just been so exhausted.

But now, he was about to make up for that, making their way to the edge of town together. He would now spend time with both his friends and his pet now they were going for one of their pet play dates, which he'd been missing out on recently, among other things. It was this thought that made him pick up his pace as fast as he could, bounding almost at Pinkie Pie level.

He soon saw them over the hill, already gathered with all of their pets and waiting for him. All heads turned in his direction as he approached.

"Hey, an' there's our favourite stallion, on time as always," Applejack remarked, upon seeing Dusk crossing over a hill to meet them.

"Afternoon, ladies," Dusk greeted, tipping his hat to them, whilst Ophelia, his pet snowy owl, gave her usual shy hoot. "Beautiful day, isn't it?"

"Sure is, perfect weather for our play date," agreed Applejack, her dog Winona bouncing around her in excitement. She bounded over to Dusk, jumped up and licked his cheek, wagging her tail in delight.

"And hello to you too," Dusk laughed, scratching behind her ears. "Who's a good girl, huh?"

"Well, you certainly seem to be in a good mood today," remarked Rarity, Opal nestled on her back lazily.

"I agree," Twilight added, as he bestowed a quick kiss on her lips. "A very good mood."

"Why shouldn't I be?" He beamed around at them. "It's a beautiful day, the sun is shining, I'm here with my friends and marefriend and my lessons are no longer giving me skull-splitting pains."

"Yay, somepony else who's got a grin to match mine!" Pinkie bounced over with Gummy clamped to her head. "Did you also try to make a batch of cupcakes that ended up having too much of one ingredient, so they ended up exploding when you took them out of the oven, meaning you had to crawl around and lick everything off the walls and floor, making feel like you were in a house made of cake?"

Dusk's smile barely faltered from this question. "No, but that does sound delicious… and a little bit unhygienic."

"Eh, what harm has a little germ done to anypony?" She let out a rather loud belch and Dusk could smell the cakes on her breath.

"What indeed," he replied happily. "Right, shall we get going? I know Ophelia has been missing her friends."

"One in particular, I think," Twilight remarked, pointing to his own pet and Owlowicisious, who were both rather close to each other.

"How fitting," he agreed, smiling at her and following the group as they made their way towards their regular park.

Fluttershy flew tentatively next to him whilst her rabbit Angel ran off with the other pets. "So um, how's things been going with your lessons? Twilight was telling us how they've been getting better. It's not that I think she's lying, but um… I just wanted to ask…"

"It's okay and yes, they've been going marvellously recently." He smiled all the more at the thought of it. "I think we both learned something from a week ago and I'm certainly learning more. At least, I think I am."

"Don't be so modest," Twilight beamed proudly. "He's really been picking up better since Luna started this new teaching regime. He's still got more to learn, but he's definitely getting there."

"Yeah, playing games in lessons sounds like heaps of fun!" Pinkie agreed. "Show us what she's been teaching you, go on!"

"Well… I don't know…" He didn't want to feel like a show-off in front of them.

"Come on now, don't hold out on us sugarcube," prompted Applejack. "Ain't no shame in showin' what yer good at."

"I um… wouldn't mind seeing," Fluttershy put in. "In fact, I'd love to see it."

"If you don't, I'll just tell them anyway and make you blush even deeper," Twilight warned. "I might do that anyway though, you look… cute when you blush."

"Okay, okay," he finally gave in. "Right, well… she's sought to improve my levitation, which is… pretty good, I guess."

To demonstrate, he lifted up some pebbles and some larger rocks, using his own dark blue aura for the smaller ones and a lilac aura for the larger ones. He caught Twilight's eye at this, who smiled gratefully at him.

"She's also helped increase my reflexes slightly regarding levitation, in case something comes right at me very quickly." As he said this, he heard a loud squeak, whipped his head around and caught Angel mid-kick in the air.

"Now, that wasn't very nice Angel bunny…" But he'd already stomped off past Fluttershy by the time Dusk had put him back on the ground. "Sorry about that…"

"It's fine, he provided a good demonstration at any rate."

"Impressive," Rarity remarked. "What else?"

"Well that was stuff from our lesson last week. Just last night, she's also introduced to me how better to improve my solid light magic, some of it applying to my own body. There are things like this…" He held one of the rocks before him and fired off a series of cyan coloured balls from his horn, reducing it to dust after sustained fire.

"Oh my…" Fluttershy eyed the dust warily, like it might bite her.

"Yes, I need to be careful with that one," he agreed. "There are also these." He conjured up four colour 'shoes' around his hooves. "These are like um… what did we call them?

"Shock absorbers," supplied Twilight, "used for his hooves to reduce the opposing forces acting on them when he moves."

"What she said. I can make them harder, so my hits have more of an impact." He turned them peach to show this. "Or make them softer, so I can do this." Shading them pink, he jumped high up into the air with them, higher than he'd usually do and landed back down, barely feeling anything on his legs.

"Whooee, ya'll could enter a rodeo with a spring like that," said Applejack. "Ya seem ta keep mentionin' how they can help ya in a fight? Thought ya weren't big on that sorta stuff."

"I'm not, but she said it was necessary to learn, just in case the situation arises where I need to fight again" he explained, with a little disdain. "She's told me these spells are effective as a defensive or offensive moves, ones that I can build on with my own way of thinking."

"I suppose that makes sense, though I certainly hope it never comes to that," Rarity said honestly. "Is that the end of the show?"

"There's one last thing she's teaching me to do. This one was a little harder for um… obvious reasons." He conjured up a white colour cloud, stepped on it and used it to lift himself into the sky, right next to Fluttershy, though she wasn't flying very high to begin with.

Despite this, his adopted sister seemed ecstatic at the prospect. "Oh my goodness, you can fly! But… aren't you scared of flying?"

"That's where the difficulty comes from." He quickly returned to the ground. "I need to try and get over that and I'm still in early stages with this stuff anyway. I need to get used to how much energy I end up using on the spells and try and prolong or conserve them."

"But, despite that, I think we can all agree that this is a tremendous leap forward," Twilight put in.

"Still need to learn more though… improve on it," he replied, shaking his head a little from the slight dizziness he felt from the use of energy for the spells.

"But that'll come with time, focus and practice and, for now, you're doing great." She nuzzled his cheek and kissed it. "I'm proud of you."

Dusk only blushed and lapsed into an embarrassed silence, though with a small smile already growing from all of the praise.

"Ah jus' got one other question," Applejack put in. "How come ya keep changin' yer spells different colours like that? Ah thought unicorns could only cast, like, their fur colour or somethin'."

"Traditionally, yes, but Dusk has proven to be something of an exception for that rule, as we all know," Rarity reminded. "Might it be something to do with that?"

Dusk was still in an embarrassed silence, for he knew the subject would come to this. He'd discussed it with Twilight already and, while she was fine, he wasn't entirely sure what the others would think about the subject.

Sensing this, Twilight took over again. "In a sense, yes. Princess Luna told him that it might be easier to perform his magic if he had something to associate it with, so his imagination can go to work. I suggested colour association, considering the subject and he suggested…"

He took it up tentatively from the silence she provided. "I chose… you girls…" Looking away from their stares, he tried to explain. "Twilight's the most powerful magically, so she enhances my spells. Applejack, you're the strongest of us so… my hooves and feet are for you. Rainbow is the fastest… for my faster attacks. Pinkie, you're… well, Pinkie. And Rarity, your grace makes it seem like you're flying at times, so… yeah…"

When he dared to look back up, they weren't all looking at him like he was a silly dreamer. They were all beaming at him and that just made him blush all the more.

"Ain't you jus' the sweetest thing?" Applejack remarked. "A lil' cheesy, but ain't nuthin' wrong with that."

"Once again, my dear, you continue to be full of surprises," added Rarity.

"Mr Psychic Pony has done it again! New bouncing buddy, yay!"

"See, told you it would be fine," Twilight said.

"Yeah… it's nice…" Fluttershy looked disappointed and Dusk could guess why.

"Although, when she teaches me to do shields, I intend to do those a creamy yellow." He smiled in Fluttershy's direction. "Protected by the same love you have for your animals."

Fluttershy blushed and mumbled her thanks, but Dusk could see the smile already growing on her face. The others all gave him proud looks too.

"Hey look, we're here!" Applejack pointed out, seeing their animals gathered around a tree. "Let's get this thing started!"

Now that Dusk was closer, he could see that some of the animals were up in the tree, along with Rainbow Dash, who looked as if she'd been disturbed from something. Napping, most likely. He walked over with Rarity, who allowed Opal to hop back down onto her back.

"Ah, doing what you do best, I see," Dusk called up to her.

"Heh, you know me Dusk," she replied with a smile. "If I'm not flying, I'm sleeping getting ready for flying. Keeps my strength up, you know."

"Well, you're certainly not lacking where strength is concerned and you always fly as good as any Wonderbolt."

To his surprise, Rainbow actually blushed and laughed it off nervously. "Well, you know how it is. Thanks though, means a lot, even if I do know it's the truth, right?"

"My pleasure." He noted too that her eyes seemed to be flicking between him and elsewhere, usually lingering for a little when they did settle on him before looking away again.

"Sincerest apologies, Rainbow, if our pets were bothering you. Say you're sorry, Opal," she added to her cat. She hissed angrily and turned away. "She's... sorry."

"What are you all doing out here?" asked Rainbow.

Applejack threw Winona a stick with her tail as she ran by. "Why, we always round up our critters for a regular ol' Pony Pet Playdate in this park."

"Uh, you do?"

"Same time every week."

"I thought you knew. You didn't know? She didn't know?" Fluttershy shifted her hoof shamefully in the dirt.

In a bid to make her feel better, Twilight spoke up. "Well we had initially planned on inviting Rainbow, of course, except– "

"We were _totally_ gonna invite you, Rainbow," Pinkie cut in, "then Twilight remembered that you don't even have a pet, and Rarity remembered that you really like to take naps in the afternoon, so Applejack figured you wouldn't be missing out on anything anyway and Dusk said that you'd feel like you were being left out even if you did come along, and Fluttershy and I nodded our heads in agreement like this." She performed the gesture on the two of them.

"Oh, please don't be mad at us," begged Fluttershy, her head still bobbing.

Rainbow just seemed to shrug it off. "Oh, I'm not mad. You all are right. Not much point of a Pony Pet Playdate for me if I'm a pony without a pet, right?"

"Eeexactly," agreed Applejack. "So, if'n you'll excuse us..."

They all left Rainbow to start individual activities with their pets, while she went back to the pillow she'd placed in a tree. While he was making Opehlia chase after his colour swirls, Dusk, however, could see Rainbow watching from the tree with a distant longing in her eyes, trying to shut out the noise.

Feeling sorry for her, he crossed over to the tree and looked up. "You sure you're okay with this, Rainbow?"

"Psh, sure, no problem," she said unconvincingly. "You guys already said there's not much point in bringing me along, even if it does look like fun, and I totally agree with you."

"It's just… well… I know how it feels, you know, watching from the wings but never joining in," he said to her. "I didn't want that for you."

"Yeah I, uh, really appreciate that." For a second there, she lost her confident demeanour before regaining it again, her cheeks still a little red. "So yeah thanks, but it's not like I need any comforting. I mean, it's me."

"If you say so," he said unsurely. "If you did want to join in, all you'd need is your own pet."

Rainbow pressed her hoof to her chin in thought. "Well, I guess it would be pretty cool for me to have one…"

With ears like the bats she looked after, Fluttershy overheard them and an expression of sheer joy crossed her face. "Oh, really? You really want a pet? Really? 'cause I've got so many wonderful choices at my house. Oh, and I know you'll just love them, and they'll love you, oh! And you'll be best friends forever and ever! Oh!"

Picking up Rainbow, even though she just ended up dragging her hooves along the ground due to her strength, Fluttershy flew off with her fellow Pegasus, who looked a little exasperated while she excitedly chatted away. She rarely ever talked that much in such a tone and Dusk knew, for the last time she'd done that, it had been for his pet.

"You think we should go along?" he asked the others.

"I think she's in expert hooves now, dear," Rarity said. "Sweet of you to show concern though."

"She'll be fine Dusk, just enjoy yourself for today. You've earned it," Twilight said to him, if a little pointedly.

"Fair enough." He glanced back at his own pet. "Looks like you might be getting a new friend, my pet."

The owl hooted unsurely and flew off his back, to group around shyly with some of the others, who all started barking, mewing and hooting to each other. Too bad Fluttershy wasn't here, for Dusk would have liked to have known what exactly they were saying…

* * *

As usual, Ophelia found herself hanging around on the fringes of the group of animals, not sure whether to completely join them in the fold or not to add her own input. Though they were all different, they all understood each other and each were having their own reactions to the news that had been heard by their owners

"Ma stars, did you guys hear that?" Winona barked excitedly. "A new friend for us ta play with! Ain't it excitin'?"

"Eh, I guess, just so long as the punk knows who's boss around here," Angel put in toughly, in a voice that didn't really match his small size.

"That's sweet of you to say so, Angel darling," Opal mewled imperiously, "but I should have no trouble in asserting _my_ superiority with the newcomer."

The rabbit waved his little fist at her, which made Ophelia want to giggle. "Oh yeah? You wanna go, huh pussycat? You wanna go?!"

"Really, Angel? I would have thought your little rabbit rump would have learned its lesson from the last time we sparred," the cat quipped, not even looking while she licked her paw casually.

"Don't call me little!" shouted Angel, but the comment was enough to keep him quiet, which the owl was thankful for. She didn't like it when their friends fought, even though those two regularly came to blows.

"All mutilated hind quarters aside, it should be thrilling to have a new face to add to our conglomeration of compatriots," commented Owlowiscious. "I shall be glad to welcome him or her to our fold of friends."

"Yeah, yeah, keep them fancy words to yourself, beaky," grumbled Angel.

"I merely strive to add eloquence to my speech wherever I find it necessary," her fellow owl replied intelligently. "Speech is a lost form of art that I strive to keep as interesting as possible."

Gummy just blinked, one eye after the other and remained silent. It was always hard to tell what the alligator was thinking, for he rarely spoke and when he did, it was usually something completely unrelated to the subject. Or he just tried to clamp is jaws around one of them.

Ophelia hated that. She stepped a little further away from him for good measure.

"Ah knew you'd be happy about this, Owly," Winona said brightly.

Owlowiscious sighed. "Winona, my canine comrade, how many times must I implicitly remind you to address me by my full and proper name?"

"Always and every day!" the dog responded happily. "Yer name's a mouthful anyway."

"But it sounds so… condescending," he sighed again.

"I think it sounds sweet." All eyes turned to her and she fought the urge to hide behind her wing. "I mean um… Owly… it just sounds… sweet. Sorry, I... I shouldn't have said anything."

Her face burned and she turned away. Like Gummy, she didn't really talk much and then, only when asked. She'd always been shy, which was why she'd been attracted to Fluttershy and later Dusk in the first place, though Dusk was always helping her get better, as were her fellow animal friends, though some more so than others.

She didn't really say much of her own accord, for she didn't want to sound silly.

Owlowiscious though, who was standing closest to her, placed his wing around her, a gesture that still made her face warm.

"Ophelia, my dear, if it is your wish to know me as Owly, then I shall deem it necessary to be addressed by it, if you so desire."

"You… you don't have to…" she mumbled.

"Nonsense, my dear! With such amber pools as yours, you could call me Fluffy Feathers and I would not be inclined to say otherwise."

"Well… okay then… Fluffy Feathers." She giggled and they rubbed beaks affectionately.

"Get a room you two!" shouted Angel.

"Aw, come on, ah think it's real sweet," defended Winona. "Makes me wanna run around and roll around. Then maybe roll around again! Wow, that'd be fun!"

"I like Swiss rolls," Gummy commented randomly, lapsing back into blank silence.

Theirs truly was a strange group and they didn't always get along, but Ophelia liked them and, in the end, they all liked one another. Their owners were all friends, so what was stopping them? Each was different in their own way, not just out of species.

Ophelia, though she still had trouble with fitting in, were very grateful of how well they integrated her and included her. Shy, reserving and quiet, the only thing she was really proud of was her feathers, which she made sure always looked clean and presentable. She didn't want to boast, but she'd even seen Opal look at them with a bit of a jealous look. Apart from that, she wasn't really anything special.

Owlowiscious was the cleverest among them, always having something witty and insightful to bring to any discussion and was almost always right. She found him very attractive, with his sharp beak, refined intellect and neatly pruned feathers, though it was him who put forward they become closer after their respective owners became mates. Not that Ophelia was complaining. He'd always been kind to her and she enjoyed his company.

In the same way, so was Winona, but she was usually nice to everyone. Nothing ever seemed to get her down and, while she was an adult dog, she acted with all the bounciness and happiness as the puppy she'd once been. Sometimes though, she got a little too excited about things and had to be encouraged to calm down. To this day, Ophelia marvelled at how much joy she found in running after and retrieving a piece of dead wood her owner threw. But she enjoyed every minute of it for some reason and never tired of it.

In contrast, Opalescence found such activities to be, as she termed it, deplorable. She always aloof, uptight and, frankly, a little snobby, though Ophelia never dared say that to her face. She didn't like her very much, but she could be at least tolerable. Though she could usually act superior around them, deep down she could show herself to be caring enough to her friends, or associates as she preferred to say, without being completely insensitive.

Angel was usually in conflict with her because of their attitudes and was a little touchy about his height, to say the least. He would usually try to act tough and, for the most part, he was. Ophelia certainly didn't like being on the wrong end of his temper when she, inadvertently, set it off. Despite this though, he did have a strong sense of right and wrong and would always stand by them when it came down to it.

And Gummy was Gummy. They just all left it at that and didn't ask questions.

"So, Ophelia darling, you've yet to voice your opinion on the subject." Opal paused in licking and glanced at her. "How do you feel about having a new… associate in my group."

She ignored the possessive word she used and looked away. "I… I don't know really…"

"Oh, don't give us that," Angel insisted. "You gotta think of something."

"Clearly, since you never think, someone else has to think for you, I suppose," Opal drawled.

"Watch your mouth kitty, or I'll stuff my fist in it!"

"Sticks and stones, dear, sticks and stones," she replied, returning to her grooming.

"Yeah, so come on Ophy," encouraged Winona, her tail wagging. "Whaddya ya think, huh? Won't it be great to have a new friend to play with? I think it will, do you? Huh? Huh?"

"Calm down, Winona, let her speak." Owlowiscious gestured with his wing. "Go ahead my dear, we'd all like to hear what you think."

"I… I guess it would be nice, yes," she finally said. "I mean… I think it would."

"As would I!" agreed her fellow owl. "I think it would be absolutely spiffing to have a new friend to partake in amusing sessions with."

"What do you reckon it'll be?" asked Angel. "Maybe something nice and small, like a mouse or a cricket or something?"

"In other words, something that will make you feel a little better about being so insubstantial?" Opal chuckled.

He rounded on her again. "Hey, what you sayin' about me?!"

"You know perfectly well what I am saying," she replied. "Besides, if it were any of those two, you'd simply have to name him my starter course." She blinked at the looks they all gave her. "What? I'm only feline."

"Maybe she'll get a dog! Something really fun and happy! Like a westie, or a dachshund or, or, or a collie!" Winona ran around out of sheer excitement at the prospect.

"I think that…" Ophelia fell silent, unsure whether to continue.

Her mate nudged her gently. "Go ahead dear, what's on your mind?"

"Well… I think that, you know, because she likes to fly… maybe she'll get something that can fly… you know, so she can… fly…"

"Exactly what I was thinking," agreed Owlowiscious. "It would only correlate to that conclusion, that the sky born equine would desire a companion that would not impede her own flight."

"That would make a whole lot more sense," nodded Winona.

"Yeah, I guess that's fine… just so long as it's not like, you know an eagle or a falcon," Angel said a little worriedly.

"What's the matter, bunny?" asked Opal. "Scared the big bird would carry you off and gobble you up?"

"I'm not scared! You shut up!"

"Well, if that were to happen, you certainly would and perhaps I would finally have a little peace."

"All right, that's it, let's go! Right here, right now!" He brandished his fists at her menacingly.

Opal flexed her claws. "Bring it on, long ears."

Ophelia retreated away a little, not wanting to be caught in the middle of anything.

"Now, now, you two," Owlowisuocis placated, sensing the danger. "Let's not come to blows about this…"

"Yeah guys, lighten up!" Winona added. "Come on, let's have a little fun!"

"Oh believe me, Winona, I'm going to find this very enjoyable," Opal replied, arching her back.

"Finally, something we agree on," growled Angel. "Let's do this!"

"Oh Opal, I have something for you." They all looked to see Rarity, holding aloft Opal's toy mouse.

The cat's eyes travelled back and forth between Angel and the mouse, before putting away her claws and turning her back.

"Hm, perhaps another time. I have far easier prey to hunt," she dismissed.

"Yeah, that's it, run away!" Angel folded his arms and grinned. "Heh, sure showed her, right guys?"

"Oh, Angel, will you ever learn?" asked Owlowiscious rhetorically.

"Yeah, you two always- ooh, oh boy! Stick! Mine!" With a loud bark, Winona ran after it.

Looking back to Dusk, who had his leg held out, as Twilight did hers, Ophelia knew this conversation was over. Oh well, at least she could still have fun. Chasing those colours helped her fly better and really helped her with hunting.

"Well, my dear, shall we?" asked Owlowiscious.

"Yes, let's," she replied with utter surety, taking off with him towards their owners.

* * *

They'd let their pets have their little get-together, until they noticed that Opal and Angel seemed to be getting a little hostile with one another. Rarity had quickly stepped in and broken it up before it got serious, resuming their individual playing sessions with their respective critters.

Later on, Rainbow Dash returned from Fluttershy's cottage with a wide array of different creatures accompanying her. She'd then announced to them all that she was going to hold a competition for her choice of pets, to determine which of them which of them would become her official pet, based on different events to make her choice. Leaving them all wondering at what she could possibly have in mind for such a thing, they passed the time with more activities with their pets, while she set everything up.

A few minutes later, once she was done, they'd gathered back at the town, where Rainbow had redressed herself in a cap and hung a whistle around her neck, with the complete look of a sport's coach. Dusk, quite excited at the idea of this contest, even if he had a small doubt, was cheering along with the others, until Rainbow blew her whistle to silence them.

From there, lining her pets up like in a boot camp, including a falcon, an eagle, a toucan and even a flamingo, she proceeded to tell them that only one had the chance of being her pet and that it certainly wasn't going to be easy. The way she was addressing them made Dusk's little doubt grow a little as she gave her speech, right after forcing a poor monarch butterfly to flap its wings even faster than normal.

"There's only room on Team Dash for one of you, and my future pet needs to be able to take it to the extreme!" She shot off into the sky and glared down at them. "Any questions?"

"Ah got one," whispered Applejack. "Does she understand what a pet really needs?"

"Yeah, like care and attention, love and affection- ugh! And breath mints!" Twilight added, when Winona licked her cheek.

"That's what I'm thinking," agreed Dusk, wiping Twilight's cheek with a tissue. "Still, this is the way she wants to do things, I suppose."

"Ah guess, but still…"

Things were about to get underway, when Fluttershy brought in an unexpected contender in the form of a tortoise. "Now, you just pay attention, and try your best, and-"

"Seriously, Fluttershy! The turtle? What did you bring that thing here for?"

She polished his shell, undeterred. "Technically he's a tortoise, and he's always dreamed of being somepony's pet. He just wants a chance to compete, he won't get in the way. You won't even know he's here."

Rainbow glanced down at the tortoise, who blinked very slowly back up at her.

"No."

"Oh, just let him try," encouraged Fluttershy.

"Ugh, but there's no way he can possibly keep up. Look at him!" She rolled him onto his shell to prove her point.

"It won't hurt to let him try."

"But—"

"Just let him try?" She pushed the tortoise right into her face, smiling her widest.

"Rainbow," Dusk called, empathising with the reptile and remembering him from last time, "just give him a try. What's the harm?"

He noted the flush in her cheeks when she conceded. "Grrgh, fine! But don't say I didn't warn you! This isn't a game, you know!" She turned back to the others. "Alright, now these games will determine which one of you has the most important qualities I'm looking for in a pet. Speed!" She darted off into the distance. "Agility!" She ran circuits flawlessly around them. "Guts, style!" She made a sculpture in the sky. "Coolness. Awesomeness. And radicalness."

"Aren't those all the same thing?" asked Twilight.

"You would think that, Twilight. And that's why you would never qualify to be my pet," she said with a condescending pat on her head.

The first contest was speed, where they all gathered at a race circuit near town. It was quite an amazing spectacle, watching all of those birds and insects dash around the circuit with mane-blowing results. Dusk's hat was almost blown off from the force. In the end, the falcon claimed victory, the tortoise having just crossed the starting line by the time he'd finished.

The next course was agility, where the pets had to make their way through various obstacles in order to prove how good they were in this particular field. Some were better than others, the tortoise again failing by not even making it off the ground and was eventually won by a humming bird, who whizzed easily around all of them in seconds.

The rounds went on and on, each animal showing something that made them unique and great in Rainbow's eyes, all the while the tortoise failing each time. He couldn't help but feel sorry for the poor thing.

The more he watched, the more Dusk came to question even more what Rainbow was doing. While it was impressive, watching all of these animals show off what was best about all of them, he couldn't help but feel that this wasn't the best way of choosing an animal companion. He certainly hadn't done it for Ophelia and he knew the girls hadn't done it for their own pets. Was this really how Rainbow should be doing it?

He kept it to himself mostly, until what she called the coolness round.

"Hey dude, what's up?" she asked, after judging the eagle to be the one to make the coolest noise.

"Forgive me for asking, Rainbow, but is this really the way you should be doing this?" he voiced.

"What do you mean? Like, should I have a panel of judges? This is what I think's cool Dusk, not what you think," she reminded him.

"No, no, just this contest in general," he elaborated. "It all seems a little… extreme."

"Well, of course it is, it's me," she said, posing for emphasis. "And you know how extreme I can be, right?"

"Of course, but I just think that… well, your pet should be chosen more about who they are, not what they are."

"Huh? Wha… what does that even mean?"

"Take me and Ophelia, for example." She landed on his rump and hooted. "When I chose her, it was because I connected with her on a personal level. The two of us just fitted together, almost like when you make a friend. Actually… exactly like that."

Rainbow laughed a little at that. "Dusk, this isn't exactly like that at all. I want my pet to make me look as cool and radical as I know I am, that's all. Don't tell me you didn't pick your pet because of her feathers."

"That's one thing, I suppose," he admitted, "but are you saying that's how you'd determine anypony? Just by how good they make you look?"

"What? No, I… I never said that, what are you saying?" she asked, becoming flustered.

"I'm sorry to seem like I'm broaching, but you did say that," he noted. "Is that how you see me? How you see us?"

Rainbow, again, seemed to be at a loss from this, something he rarely saw from her. She was always confident in her decisions and choices, following them through no matter what. Now, it looked like she was questioning herself a little.

Not exactly what he'd intended.

"Wha… what do you… I-I-I… what's it matter to you?!" she demanded. "This is my choice, this is how I'm doing things, so what does it matter?!"

"Rainbow, I was only asking…"

"Well, don't! Now… just, got back and watch with the others and don't ask stupid questions!" She whipped around and stalked back to the contenders. "I got a competition to judge, which I don't need help with!"

A little ashamed he'd made her angry without meaning to, but a little more curious as to why she had suddenly lost her temper, Dusk made his way back to the others, who looked just as confused as he did by Rainbow's reaction.

Out of the corner of his eye, he could have sworn he saw the Pegasus staring at his retreating back.

The contests continued on, moving on to awesomeness and radicalness, which Dusk still wasn't sure was an actual word, with the tortoise continually failing at each event. Each of the other animals, however, were managing to show off some very impressive skills. As much as he was against it, Dusk found it incredible that the eagle managed to knit Rainbow a multi-coloured sweater, apparently using only a ball of orange yarn and the wasp was able to pull of shadow puppetry.

All the while, Rainbow still seemed to be in a sore mood with him from what he'd said before, but she was still acting rather strangely. Not Pinkie strange, but still... Every now and again, when he diverted his eyes away from the contest, he'd catch her eyes suddenly darting elsewhere when his passed over hers, a slight red tint in her cheeks when she did. If he caught her staring at him, she would glare at him before furiously turning her head away again.

What had gotten into her? Was it something he'd done before? Was there something else wrong? Dusk didn't really know and he knew he wasn't exactly going to find out anytime soon.

Eventually, five finalists were picked out of the bunch: an owl, a falcon, an eagle and a bat. Dusk was surprised to see that, even though he hadn't made the cut, he was still trekking on with the others. That was quite admirable, even if it did look like he didn't stand much chance, especially with the final challenge Rainbow had lined up for them.

A race through Ghastly Gorge.

"Actually," Rainbow explained, "Ghastly Gorge isn't scary. It's fun. Heh. I've flown through it a million times myself, so, obviously I'll be at the front of the pack." Once again, he saw her eyes flicker to him for a moment. "But whichever of you make it across the finish line with me will have proven you can keep up with me, and will have earned the honor, and glory, of getting to be my pet! Ready? Setgo!"

In the blink of an eye, she was off, followed closely by her finalists. Even the tortoise hopped down into the gorge and began to make very slow progress through it.

"Off they go and so do we." Twilight's horn glowed and she teleported all of them to a point further up ahead, so they could watch them go by.

"Now, ah don't much agree with this whole shindig, but this is still pretty excitin'!" Applejack confessed, watching the race through a pair of binoculars they each had.

"Oh dear, the bat's been blown off course at the wind tunnel," commented Rarity.

"Literally!" added Pinkie.

"Ooh, here comes the thorn valley," said Fluttershy. "Oh dear, most of them are getting snagged on the thorns. The poor things!"

"And the bat's catching up, while the rest all seem to be caught up," put in Dusk.

"Literally!"

"Wait… are those Quarray Eels?" Twilight asked incredulously. "Good gosh, this is getting very dangerous!"

"Well, they don't call it Ghastly Gorge for nothing," reminded Spike, who had showed up to watch the rest.

"Thank you for the stating of the obvious, but still Rainbow is going a bit far with this." She gasped suddenly. "Oh, some of them are getting close to being snapped up!"

"Literally!"

"Pinkie, ya don't have ta say literally ta everythin' we're sayin'," Applejack finally said to her.

"Fair enough, I don't even know what it means." Nopony chose to comment on this, as Twilight readied to teleport them to the finish.

Just as she did, Dusk happened to move his binoculars up the canyon and glimpsed something in them.

He couldn't be entirely sure, but he could have sworn that he saw somepony else standing further up the canyon. He couldn't quite make it out… was the fur red or orange? He saw something flash on the wall of the canyon and was about to focus, just as the purple light consumed them.

He shook his head from the daze of the teleport, swallowing down his lunch as it threatened to come back out. He whipped his binoculars back towards the canyon, trying to find where he'd seen the figure. But he couldn't remember where… which part… had he even seen anything? And why did it make his spine tingle?

"Dusk, there's not much point in using your binoculars here," Twilight said to him. "We can't really see much from this angle."

"I know but…" He decided not to make a fuss about it, especially if he hadn't seen anything. "Never mind, it's just a feeling…"

"She'll be fine, you know how Rainbow is," she said. "Now come on, I don't think it'll take long for them to cross the line."

Dusk was going to move his eyes away from the lens and turn around to watch, but something kept him looking... that feeling of unease he had. He scanned the canyon, not really sure what he was looking for. He could see the racers coming into view, all crossing the line one by one, to the reducing applause of the others, but no sign of Rainbow… where was she?

Then, he saw dust rising from the gorge and a large pile of stone further up where it came from that certainly hadn't been there before. That could mean only one thing.

"Collapse! There's been a collapse in the gorge!" he yelled.

"What? Let me see…" Twilight raised her own pair and gasped. "You're right! Oh my goodness, you're right!"

"Oh my gosh, Rainbow!" Fluttershy's eyes were wide with panic. "She could be trapped in there!"

"Now, let's not lose our heads here," Applejack tried to calm.

"Rainbow, NOOOOOOOOOOOOOOOO!" Pinkie screeched at the top of her lungs. "We gotta help her!"

"I agree. She might be in trouble! Trapped, between a rock and a hard place!" Rarity screamed.

"Literally!" They all glared at Pinkie. "Oops… sorry."

"She might be fine, but we can't take that chance," Twilight agreed. "Some of us should head out to check it out."

"Why can't we all go?" asked Rarity.

"In case there's another collapse and we all end up trapped," Dusk reasoned. "If that happens, the others can run back to town and get help. Good thinking."

"It's what I do best," replied Twilight. "Applejack, Dusk and I will go and check it out. Rarity, Fluttershy, Spike, you all stay here."

"You're asking me to stay here, nice and safe, while you all risk your lives in a dangerous, scary gorge?" Spike shrugged. "Good luck guys!"

"Your concern is touching," Dusk commented. He swallowed the fear that was growing inside him and sprinted with the others into the gorge, Twilight teleporting them as they ran.

They arrived to see Rainbow, with one of her wings hanging limp and the tortoise, who had finally caught up, moving slowly towards her, hoisting her onto his shell.

"Rainbow! Oh dear, that looks bad," Twilight fretted, seeing her wing.

"Yeah, a rock fell on it and I was stuck." But she suddenly beamed at the tortoise. "Then, outta nowhere, this little guy shows up, hoists that rock offa me and tries to help me along. How cool is that?"

"Very, but we gotta get y'all outta here. Ah don't much like the look-a these here walls," Applejack commented. "Ah'll get Rainbow, Twah, you bring the turtle."

"Tortoise."

"Whatever," she replied to Dusk, who assumed he would be on some sort of look-out for any further danger.

As she was hoisted onto Applejack's back, Rainbow looked at him. "Hey Dusk, I just wanna say-"

"No offense, Rainbow, but I'd rather wait until after impending death isn't hanging over our heads," he replied, watching the cracks in the rocks.

"I know, I know, but… I just wanted to say that… I'm sorry and… I guess, you were right."

Again, Dusk was surprised by this. How often did Rainbow admit she was wrong? She hated losing and, in her eyes, doing something like this was pretty much along those lines.

"Yeah, yeah, less broodin', more movin'! Now come on!" Applejack ordered.

Dusk nodded and stood ready… he saw something, another white flash, a crack…

"Right, I'll just teleport us back and-"

"Incoming!" He pushed Twilight aside, just as another rock smacked the spot where she had been standing seconds before.

"Oh no, it's starting again!" She levitated the tortoise and screeched, "Run!"

"Ya don't need ta tell me twice!" At a slightly slower pace, Applejack set off, Dusk in the middle of them both.

He whipped his head up. Boulders the sizes of houses were tumbling down all around them, stones as big as his hoof. Crashing, smashing all around them. They had to move, get out of here. His heart was pounding as he ran, dodging rocks as best he could. A few near misses, keep moving.

He darted his head up. A few were shooting towards Applejack and Rainbow. They weren't fast enough, he had to act.

And he could. He hadn't been taking these lessons for nothing! It was time to see what he could do.

He stopped them, just in time, tossing them aside quickly and sprinting on, along with a few others he could see. Levitation was a definite improvement then.

Another boulder slammed in front of him, blocking his progress, the shadow of another directly above him.

Clumsily, but quickly, he used his pink absorbers to bound over it, just as the other rock smacked down where he had been. Stumbling a little from the fall, he pressed on.

"Move, move, move!" Twilight called out and he doubled his speed, lungs burning and legs aching.

"Twi, look out!" Rainbow warned.

Another rock was tumbling towards her. She stared at it, unable to deflect it due to the tortoise she was already carrying. Sprinting ahead, Dusk turned the hooves orange and swung his hoof at the stone, not really thinking-

CRASH!

It was just enough force to divert the boulder away, but even more force to make Dusk yell out in pain from the impact, clutching his hoof desperately. He'd never be able to run on this.

"Dusk!" Twilight was at his side, as were the other two. "No… right, I'm gonna have to try this. I need to try teleporting."

"Twilight, you'd never do it in time!"

"I have to try, I'm not leaving you here!" She warmed up her horn, the energy gathering around them all. The boulders were getting closer, they would be crushed. Dusk shut his eye, gripping Twilight's hoof with his good one. This was it, they'd die…

But they didn't.

The next time he opened his eyes, he was back at the finish line, breathing in fresh air and the pain in his hoof lessening from Twilight's healing spell she was casting.

"Once again, you've proven you can be a complete idiot at times," she remarked.

"I know… I… I couldn't…"

"I know." She kissed his cheek and helped him up. "Thank you. That was some great magic you were performing there."

"Still practicing…"

"Still great." She smiled warmly at him and moved off. "Come on, let's see how she is."

There were some mild twinges in his hoof from the impact of his hoof hitting the boulder, but Dusk knew it would be fine. If he'd tried that with his bare hoof…

He had to be more careful with his magic. He was still learning, even if he was improving.

Rainbow looked up as he approached, a sheepish look on her face. "Hey Dusk… how's the hoof?"

"Not bad, could be better. How's the wing?"

"Same." She looked back out at the canyon. "I thought we were done for, for a bit."

"Me too, but we made it."

"Yeah…" She looked back at him. "I meant what I said, you know, back there…"

Dusk didn't say anything, he just listened.

"It's just cause… what you said, it reminded me… when I first met you, I judged you, like I judged them. I just saw what made you what made you cool to me, your colour stuff. And that… that was wrong of me. Shallow, I guess. It's not just that that makes you cool, or anything else that those animals had." He could tell this wasn't easy for her, with quite a few pauses in her words. "I guess, it's like you said… it's not what you are, it's who you are…"

Dusk stared, again, at her sudden change, but eventually smiled. "It's fine, Rainbow. I'm sorry I upset you. Apology accepted."

"Don't sweat it, you got nothing to be sorry for. I was just getting mad 'cause I thought you were calling me a bad friend." She shot her head up and glared. "You weren't, were you?"

"No, no, not at all," he assured her. "You're far from it. You're the best friend anypony could have… Rainbow Crash."

"Hey, don't push it," she warned. "But… you're a great friend too. Thanks for coming to rescue me."

"We all did, it was a team effort."

"Yeah, but…" Her eyes seemed to linger on him, staring at him with an intensity he'd never seen before. What was it…?"

"Rainbow! Your new pet is over here waiting for you!" Fluttershy called, gesturing to the falcon.

Everypony watched in awe as he flew onto Rainbow's back, standing tall and proud.

But she didn't look as sure anymore. "Oh... right... yeah. That."

"What's the matter?" asked Spike

"You got your perfect pet, right?" added Pinkie.

"The best of the best like you wanted, remember?" put in Fluttershy. "It can fly and it's not a squirrel! Should we sing about it again?"

"A falcon sure looks good on ya, Rainbow," complimented Applejack.

Rarity snapped a picture of the moment, scaring the tortoise back into his shell. Rainbow glanced at Dusk again, who just replied with a look saying exactly what he thought.

"Easy, fella. Nothing to be afraid of," she said to the reptile, glancing back at the bird. "The falcon sure does looks cool... he's absolutely everything I wanted in a pet."

"Yay?"

"But I said whoever crosses the finish line _with_ me gets to be my pet."

"You did! You did say that! She did say that, that was the rule!" cried Pinkie.

"And the only racer who crossed the finish line with me, was the one who stopped to _save_ me when I needed help. The tortoise!" she announced, looking at Dusk again, who was now beaming at her proudly.

Her cheeks became tinted with red again.

"But what about the—"

While he was upset, the falcon was a gracious loser. He shook wings, or rather wing and leg, with the tortoise and turned about in a dignified manner. The tortoise gazed up at Rainbow, a watery smile creeping onto his green face.

"Wouldja look at that? He even smiles slow."

As they laughed from Applejack's comment, Dusk looked back out at the collpased gorge, that uneasy feeling returning. He didn't know if the others had seen it, if he should be worried or if he should tell them, but there was one thing for absolute certain.

That wasn't an accident. Somepony had made that gorge avalanche around them. Somepony had tried to hurt, maybe even kill them.

And that scared him. A lot.

* * *

"After all that fuss, all of that bother, the Pegasus settles on a tortoise?" Opal commented. "Honestly, I thought she had some standards."

"Yeah, you're just ticked cause he managed to take your favourite toy," remarked Angel.

"It is not a toy! Toys are for kittens. It is my hunting tool," she insisted.

"Uh huh, sure," Angel nodded, a satisfied smile on his face. "I'm sure you had plenty of hunting practice on that ball of yarn there too."

Opal just growled in her throat and said nothing, glaring at the rabbit who smiled in satisfaction.

"Well, I for one think he's an excellent addition to our group," Owlowisicous said. "A fine specimen of Testudo graeca."

"Yeah an' he's a mighty fine tortoise too!" Winona agreed.

"That's what I said."

"I… I think he's good too," agreed Ophelia. "Especially with that flying harness he has."

"Yes, quite fortunate that. I remember hearing Pinkie saying that she knew somepony who made it for him, some sort of doctor I think," her mate commented thoughtfully. "I think it's admirable that the fellow has achieved flight."

"Oh, look, here he is! Hey Tank, how are ya?" Winona asked the tortoise, as he landed in the midst of them.

"Great… thanks…" he replied slowly. He did everything slow. "Thank you… for… the welcome."

"No problem man, always nice to have a new buddy, right?" Angel said, punching his shell affectionately, before gasping in pain.

"Thank you." He turned his head to Ophelia. "I remember… you. From… the farm."

"Oh." Ophelia blinked in surprise. "You do?"

"Yes. Your owner… was right. I did… find someone." He smiled even more brightly at her. "So… did you."

"I… I guess I did. And more," she added, looking around at them. "Now, you have too. I'm glad to have you with us Tank."

"As… am I," he replied. "Do you… think… we shall… be friends?"

"Yes," the snowy owl nodded, happy that he appeared to be so positive, "I think we will."

* * *

Aw, wasn't that a nice chapter? I did have fun writing the pet's POV to say the least.

Next time, remember that threat Luna made to Dusk? Yeah, I'll say no more…


	11. Going Long Distance

**Going Long Distance**

"Another spectacular, starlit sky," remarked Princess Celestia, beaming proudly at her younger sister.

"Thank you, Tia, I always strive to do my best," she replied, smiling equally as proudly. "I must say, I've always enjoyed winter, for this very purpose."

"Of course, it's your turn in the spotlight after all," agreed her elder. "Just don't go getting a big head."

"What? You were always the one with the ego," she reminded her.

"Ah, but times have changed. Now, I am a modest and humble ruler, content only to do her duty to her subjects."

"Indeed and I met extraterrestrials whilst in the moon." She gave her sister a sly look. "Surely, you must still feel some pride well up whenever they gaze on your sun."

"Not at all." She paused to think. "Perhaps a little bit."

The two sisters laughed merrily, pleased that they could make light of past events, good or bad. They'd never forget them, but that didn't mean that they had to weigh them down, especially in Luna's case.

The Princess of the Night cast her mind back to those days. She, of course, hadn't been the happiest of individuals when she'd been released from her imprisonment. Even when she was returned to normal, she still had issues, both what she had done and what her sister had done, what she could remember. It hadn't been as bad as it could have been, but it sickened her to the core when she thought about how much worse it could have gotten.

But now, after her consoling from her sister, making a new friend and Nightmare Night, she just felt that everything was finally going right for her. Her subjects loved her now as much as Celestia, she no longer felt resentment for her elder's glory and she was passing on her knowledge to another. Even those sessions were proceeding so much better and she found herself looking forward to them every time.

The very thought of it now made her smile grow, eager to help Dusk improve even more and still have some fun.

And yet… she still wished they had more time. She wanted him to be ready, to be able to defend himself if need be. She just didn't think they'd be able to achieve it in the time they currently had. They only had lessons on Tuesday and Saturday nights, giving him plenty of time to practise in-between and rest. He'd advanced significantly more than he had previously, but he could do so much more if they just had more time, more nights to practice.

Oh well, she thought, I'll just have to make do with what I have.

"Right, I had best get ready to depart," she said, walking with Celestia away from the balcony they had stood on. "I'm planning to teach Dusk how to make shields with his magic tonight."

"These lessons certainly seem to be proceeding a lot more smoothly," noted Celestia. "I'm very proud of you, Luna. You've proven yourself a very capable teacher."

"He's an equally capable student. Still…" She was about to bring up what was on her mind, but decided against it. No, she was in too good a mood to spoil it. "Actually, never mind."

Tia, however, didn't miss a trick. "Why, is there something wrong? I thought you'd figured out where you were going wrong."

"No, no, I have, that's fine," she said quickly. "Really, it's no big concern."

"Are you sure? The last time you didn't ask for my help, I think we both know how well that turned out."

"Yes, no need to remind me." She sighed huffily, knowing her sister wouldn't drop this now she knew. "I suppose… I wish we had more time."

"In what way?"

"I mean, two nights a week hardly seems sufficient for teaching him what he needs to know. I want to at least make sure he has the basics mastered, before we move on."

"You know, I've been meaning to ask, why are you so concerned with teaching him battle magic?" asked Celestia. "I thought we'd established the possibility that, with his magic and some time, he could be achieving the same things Twilight does."

"What, you mean growing moustaches and turning apples into oranges?" dismissed Luna. "Impressive, but hardly useful."

"Depends on the use," countered Celestia. "Are you dismissing my teaching?"

Luna realised she was accidentally being rude and became passive. "Sorry, Tia, I didn't mean to sound rude."

"It's fine, we both do things differently. I'm just curious as to yours and why you would do it," she replied. "Unless you think monsters are lurking around every corner."

"And they might be." Luna looked up at her sister. "For one thing, his magic has only ever been used to entertain and enthral ponies. We can use his will power and magical field to achieve alteration and conjuration as Twilight does, but their magics are different, by nature alone. Hers is more raw and powerful, his is more tamed and restrained. I know this, I possess it, but to a higher degree. Dusk will take more time to pull off those sorts of spells than Twilight."

"And simply altering his puppets a little is more simple than almost completely changing their nature, I remember," she nodded. "But still, why employ them in battle?"

"Because he'll need it. Remember when Discord came back?" Her sister nodded. "He was able to pull off something with his magic, but that was only because the fragments of Unity amplified the power. He can't wear his Element every day and his own physical strength is limited. He can establish where to strike his opponents weakest spot, that's his strong suit, but what if he doesn't have time? What if his opponent is stronger, faster, better trained? I need him to be ready for such an eventuality, so he can stand more of a chance than before."

"I thought he told you that he'd already proven himself in battle."

"Yes, but the diamond dogs are little more than brutes, he knew exactly where to strike that buffalo from his readings about them and he did tell me how ineffectual his physical strikes were against the Paraserpents. In case something else comes up, I need him to be ready."

"I see your point, but I think there's little chance of that happening."

"We'll see." They didn't mean anything much by this discussion, just teachers comparing notes combined with a little sibling rivalry. Not much, but a little.

"So, would you prefer it if Dusk were learning on a more regular basis for a while?" she asked.

Luna nodded absently. "Yes, just long enough so he's mastered what I've taught him so far. It should be fine from then on."

"Then I think that, you and I can agree, that there's only one way you could achieve that," her sister said a little grimly.

"What way is that?" Though Celestia didn't answer her question, the look she had on her face meant it didn't take Luna long to figure it out. "Oh no. No! I couldn't ask him to do that."

"You seemed willing to do so last time."

"Yes, but that was because I was disappointed and didn't know what else to do," she replied urgently. "I don't expect him to do something like that. He couldn't."

"I don't disagree with you. Ultimately though, you are his teacher and it's up to you to decide what's best for him in his education. Sometimes, being a teacher means you have to make hard decisions, as it does with being a ruler."

Luna knew she had a point there, for she spoke from experience. They both had it. It didn't mean she was willing to agree with it though. She remembered what happened the last time and it certainly hadn't gone well.

However, she did find herself seriously considering it, as it helped put her at ease that he would have more time to master what she had been teaching him. It was a conflict between her feelings for him as his friend and as his teacher.

"Well… I'll see how things go tonight and mention it to him, I suppose," she conceded.

"That's fair enough, give him some time to think about it." Her elder started to make her way to bed, pausing in the hallway. "Just remember, it may come down to having to do what you think is best. By any means. It sounds harsh, I know, but it is the right thing to do."

Luna didn't respond to this, nor did Celestia continue. She watched her go, stood thinking for a few more minutes and finally took off towards Ponyville, bathed in the light of her stars and moon and suddenly not as enthusiastic as she had been.

She still found herself torn between which action she should take. On the one hoof, she was asking quite a lot by suggesting that he do this, if she proposed it to him. She knew he wouldn't be happy about it. On the other, it wouldn't be permanent, just a few weeks at best, just long enough to teach him what she needed to, then he'd be able to return. Canterlot had once been his home too, so it wasn't too bad.

Still, this wasn't going to be easy. The burdens of being a princess, a teacher now, seemed even heavier when there was a good friend thrown into the mix.

The thoughts of what she should do were still weighing heavily on her mind by the time she arrived at the familiar abode, gently setting down close to the familiar pony who arrived to meet her, who seemed just as enthusiastic as she had been.

"Good evening, Princess," greeted the polite voice of Dusk Noir, who inclined his head to her in respect. "You're looking well."

"Thank you, Dusk, the same to you," she replied. "Life is treating you adequately?"

"Very much so, everything's great!" he responded happily. "You know, apart from the little things, but I'm coping. Mostly."

She nodded, knowing perfectly what, or rather who, he was referring to. "Good to hear. Now, shall we proceed?"

"By your leave, Princess," he said. "What's the subject tonight?"

"We are still expanding on your combat capabilities, as you know," she informed him professionally. "So far, you know how to provide attack and flight, but defence must also be incorporated."

"I understand," he said, a slight frown from the mention of violence, but not complaining. "So, I'm guessing… shields are what I'm learning?"

"Precisely. Now, in the case of one such as Twilight Sparkle, a shield is a hard layer of magical energy between you and your opponent, obviously to protect from magical and physical attacks. The shield, more than often, usually takes the form of a bubble, for wont of better phrase, surrounding the individual and can vary in size and strength, depending on how magically adept the unicorn or alicorn in question is, though you would be most unfortunate if you found yourself in conflict with the latter of the two."

"No arguments here," he responded, watching her. "So… you want me to surround myself in a barrier of hard light?"

"Not in the same way, simply because I don't think you'd be able to hold it for long," she told him. "Instead, I want you only to provide a barrier protecting the front of your body for, unless your opponent is a coward, that would be your most immediate defence against an attack."

"I understand."

"Excellent. First, show me that you can perform it."

He proceeded to, holding a cream-coloured wall in front of himself. Smiling a little when he knew who he was referring to with that, she checked its strength and it was, at least, solid. A little soft due to its size, but it would protect him.

Next, they moved on to seeing how well he could perform it in their usual fashion of playing a game. Dusk would stand ready to block an attack, whilst Luna, in her smoke form, would prowl around and attack him quickly, to see how fast he could react to the attack and, more importantly, if he could block it in time. The attacks would be in varying strength and duration and Dusk had to hold the shield long enough to keep her back from tagging him with her hoof.

He performed well, but she had the feeling that it wasn't well enough. While he was competent and on alert enough to expect her attacks, she only occasionally caught him off-guard, it was holding the shield where the problem lay. With short, quick attacks, he would only be able to block the first two or three before she shot through his defence. With the longer, more powerful attacks, he only held her back for a maximum of ten seconds before he wore out.

Dusk only seemed a little dispirited though, remaining positive throughout the exercise to the end and even Luna was still having fun, teasing him a little from how easily he let her slip through his shields and laughing good-naturedly along with him when he yelped from a spell that hit him or when she caught him by surprise. They were friends and, while they were learning, they were still having fun. That was a gift Luna didn't want to tarnish.

Even so, she had the growing dread inside her from what this meant. It was a game now, but what would happen when it was no longer just a harmless bit of fun between princess and subject? What would happen if it was something trying to hurt him, even kill him and he wouldn't be able to defend himself? His fate would be on her hooves and she would be responsible for any danger that would befall him because she hadn't taught him properly.

She'd still find it tough to ask him to do this, but, by the end of their session, she knew exactly what she needed to do. Once again, her elder sister was right and she needed to do what was right, not what was easy.

"That was fun," he said, still with a smile. "Sorry I couldn't hold it for very long."

"Apologies are unnecessary," she said. "You've only just started, after all. You'll get better, with time, as you will with everything else I've taught you so far."

She'd learned that the best way to teach Dusk was encouragement. If he was chastised, he'd lose confidence and falter more, generally do worse. She kept her patience with him, which was much easier than it had been before. He was still apologetic though, something she found rather sweet.

In truth though, she was delaying her news just a little bit longer.

"Thanks, Luna," he replied, returning to the use of her name now their lesson was over. "Same time next night?"

This was it. It would be so much easier to say 'yes, see you then and keep practicing' and just fly off back home, but she couldn't. This had to be done.

"Actually, Dusk," she said, "I need to speak to you about something. It won't take a moment."

"Okay then," he agreed, not noticing the unsure note in her voice. "What is it?"

"Right. Well…" She paused for a moment, trying to decide where to begin. "You have been doing brilliantly in our lessons recently. You've improved so much more than you had before and I'm very satisfied, both with your work ethic and your attitude towards our sessions. Not to mention I enjoy them greatly."

"As do I and… I try my best," he responded modestly. "I have a good teacher…"

"Thank you." That didn't exactly make it easier. "You really are an excellent student and you're coming along magnificently. But…"

His face fell a little. "But…?"

"But… please don't take this the wrong way, but I feel that… there's still a lot of room for improvement. Significant improvement," she added.

"But… but I'm trying my-"

"I know, I know you are and it has nothing to do with you, but it's with how much time we spend on our lessons," she explained. "You know why I'm teaching you this magic and you know how important it is, for the safety of Equestria and your own safety. I just don't think that two lessons a week is enough to cover that."

"I see…" He still looked forlorn, but at least he understood. "So, what do you want to do?"

"There's only one thing we can do. Please, understand, it won't be permanent and it won't be for too long, I should assume. But it is the only way."

When she did tell him, he reacted exactly the way she expected him to. She assured him that she would give him some time to think about it, to discuss it with the others, but she would expect a letter with his decision soon. She didn't let on that, even if he did say no, she would make him do it anyway. She didn't want to seem too cruel.

But even so, she was staring at his home for a while before she took off and it didn't really make her feel any better.

* * *

"I can't believe this!" Twilight cried the next morning, when he told her what had happened last night. "She wants you to move back to Canterlot?!"

"That's what she said," he replied sadly. "She said I'd improve more if I were learning my magic on a more regular and frequent basis."

"I guess that makes sense, but it still seems a bit much asking you to move back," she reasoned. "Why couldn't she just increase the number of lessons you have here?"

"It would conflict too much with her royal duties," he explained. "If I'm in Canterlot, we're in closer vicinity than all the way out here."

"All the way out here? It's only half an hour on the train, hour at best!" Spike shouted.

"It takes even longer when flying, apparently," said Dusk, a little angrily. "She still wants to be in Canterlot so she can do what she needs to do."

"Couldn't I just tutor you as well? If she'd explain it to me-"

"No, our magic may be similar, but it's not the same. Hers is a closer match. Compared to your levels and mine, plus the regular differences, she said it would be almost impossible for you to teach me what I need to learn to improve," he recited, almost word-for-word from the previous night.

"Well, when did she say you could come back?"

"When she thinks I've mastered enough of it."

"What the hay is that meant to mean?!" Spike asked angrily. "That's hardly fair!"

"I know, I thought I was doing perfectly fine in our sessions as they were," he agreed. "Apparently, that's not the case."

"Well… there has to be something else we can do," she tried to desperately reason. "We could… no, no… I know, how about…! No, that wouldn't work either… Or… or… I don't know…"

"I don't know either," sighed Dusk.

He didn't know what was worse. The fact that she had asked him to do this or the fact that it seemed perfectly reasonable, with virtually no way that he could argue against it. Everything she said made sense and he had no way of presenting any case against that.

That didn't mean they had to like it though.

"I really don't know what to do, but you can't go," she said. "Ponyville's your home now, you have friends here, and you have me."

"I share your feelings."

"What about our shared lessons on friendship, on us." She tapped her chest for emphasis. "How would do those things if you're in Canterlot?"

"I… I guess I wouldn't…"

"But you can't go. I mean, I understand your lessons our important, but you're important too." He felt her hoof being placed on top of his. "I'd miss you."

"Me too, I'd have to do more work! Think how much sleep I'm gonna miss out on!"

"Spike!"

"And I'd miss you anyway!" he added, under Twilight's glare. "Yeah, yeah of course I would, duh!"

"I'd miss you guys as well, especially you Twilight," he said sincerely. "I just… I don't see how we could change her mind."

"I don't know either," admitted his marefriend. "Maybe… maybe we just need some more time to think about it. Give ourselves a good few minutes, try and think of something, come back later with ideas."

"That sounds better than nothing," he agreed. "I'll take a walk and return if I think of something."

"Good idea, get some fresh air. I'll stay here and do the same, wait for you to come back." She stopped him just as he reached the door. "I hope you think of something."

"Same for you." He gave her one last, lingering look before stepping outside into the streets.

The sun was shining down on him from above, certainly not reflecting his current mood. He had dreaded the worst when Luna had spoken to him last night, but he still hadn't quite expected this. He knew that she meant well by what she had told him and she had given him time to think about his answer, before giving it to her. He knew his magic studies were important. But he still would have preferred it if she hadn't asked him at all.

He could at least see where she was coming from by bringing this up. Being here, in Ponyville, was quite out of the way for her, especially with everything else she was expected to do as ruler of Equestria. Even with the lessons they had, they could really only do an hour, at most, every time they met and it was practice in-between them, but he would usually spend time with his friends and Twilight more. Being in Canterlot would mean direct access for her and even more time to master what she had been teaching him.

But even though he could see the sense behind it, he still didn't like it. Though he was born in Canterlot, Ponyville was his home now. He had his house, he had the girls, Spike, Ophelia, Twilight and just the feeling of complete welcome and peace just being here. Though he did have his obvious bad memories, those far outweighed everything else that was good and there was so many things that were good about this place. He felt more at home here, in the humble houses of this town, than he ever had in the towering spires of Canterlot.

It wasn't like he had many reasons to go back home anyway. Not the least of which his parents. They could have been, but then they'd just…

Dusk shook those thoughts away, not wanting them to get to him. He didn't want those thoughts depressing him even more than his current predicament. He continued to wander around the town, his head still dancing around the issue and not really being able to think of any sort of solution to this problem. He only stopped to lie on bench next to the park, where just a few days ago they'd had their pet play date together.

That had been fun. Playing with Ophelia, protecting her from Gummy, getting pounced on by Winona, Angel stealing his hat. It had been Rainbow's first one, bringing along the flying marvel of Tank. She'd been playing with him, still staring at him on occasion, acting strangely when she was close or if he spoke to her…

He set aside those as well. Rainbow wasn't his concern and he needed to focus.

Dusk sighed and lowered his head. He didn't even know how long he would be gone for. Could he just say no? Was it too late to try and arrange something else? What could he do?

"Hm, wood's surprisingly comfy to lie on, huh?" He didn't even flinch from the sudden presence of Pinkie Pie. "Nice and smooth, like a milkshake. If you could have wood-flavoured milkshakes. How would that taste? Think that would taste good?

"I wouldn't think so," came the quite voice of Fluttershy. "I wouldn't mind being a tree, but it doesn't mean I'd like to eat one."

Dusk only glanced at them before diverting his eyes to the ground again. He didn't really feel like talking to them right now.

"Hey, what's with the frownie face?" Pinkie peered into his field of vision. "What's got you down Dusky?"

"Just… something with my lessons," he said, rather hoping they'd leave it at that.

"What is it? Is there anything we can do?" Fluttershy asked.

"I don't know…"

"Aw, come on, try us." Pinkie flashed him a grin. "Don't bottle it up, just let it out."

His first thought was to ask them to leave him alone, but then he also realised that he would have to tell them soon enough about what was happening anyway. He might as well tell them now.

Once he was finished explaining, Fluttershy looked horrified and Pinkie's mouth was wide open in shock. So much so her chin actually hit the ground.

"Oh my, Princess Luna wants you to leave Ponyville?" She wasn't quite on the verge of tears, but she was getting there. "That's… that's…"

"Bad! And when I say bad, I mean really bad! Really, really, really bad! Like, left-the-cakes-in-the-oven-too-long-so-now-they're-all-black-crispy-and-icky kind of bad!" screeched Pinkie. "And no amount of frosting could ever cover up the taste!"

"Those were my thoughts. Well, not exactly my thoughts but-"

"Dusk, this is no time to joke about your psychicness! This is serious!" Those were words he never thought he'd hear Pinkie say. "You can't go back to Canterlot, you just can't! What if it's your birthday while you're there? I won't be able to throw you a Pinkie party for your birthday and you won't get any cake or presents or get to see your friends, because you'll be in Canterlot and I'll be here in Ponyville. Did I mention that was bad?!"

"I know…" He blinked in surprise. "Wait a minute, you don't know when my birthday-"

"Oh shut up, of course I do! I know everypony's birthday!"

"But-"

"Dusk, you can't go." Tears were starting to well up in Fluttershy's eyes now. "We'd all miss you. I… I would…"

"I'd miss you too," he nodded, placing a hoof on her shoulder. "Twilight and I are trying to think of some way to change Luna's mind but…"

"Well, you can't just give up!" insisted Pinkie. "Any hydra'll tell you four heads are better than one and now you have four heads. We can think of something, together!"

"You… you would do that?"

"Of course, we're your friends and I'm not going to leave my big brother in a jam." She managed a warm smile and wiped at her eyes. "Right, let's try and think… did you ask her not to do it?"

"I did."

"Did you ask nicely?"

"I'm… fairly sure I did."

"Oh. Then I don't know…"

"We could throw her a surprise party!" suggested Pinkie.

He cocked his head at her. "How would that help?"

"She might like it enough to change her mind."

"I doubt it…"

"Hey!" She prodded his chest sharply. "Don't underestimate the power of the party, Dusk."

"But she-"

"Don't. Trust me, it's a mistake you don't wanna make."

"Right…" He softly pushed her away from him, her glare still fixed on him. "Still, I don't think a surprise party will do the trick."

"Oh. Well, how about a costume party?"

"No."

"Fondue party?"

"I don't think so."

"Political party?"

"What does that even mean?"

"How about a party with-?"

"Pinkie, no parties of any kind," he said with finality. "We need a more practical solution."

"Um… we could?" Fluttershy lowered her hoof and retreated a little. "Well, I don't know…"

"Go ahead," he prompted gently. "If you have an idea, let's hear it."

"Okay then. Well, you know how Luna wants you in Canterlot to improve your magic? I thought that, if we can find some way to prove that you've, you know, been learning it just fine as you have now, then maybe she'll… change her mind. It-it sounds silly, I know, but-"

"Fluttershy, that's a great idea!" he told her happily.

"It-it is?"

"Yeah it is!" agreed Pinkie. "I still think a party, even a tea party, would have been just fine, but that works too."

"But how do we prove that I've been doing just fine as I have been?"

"You said your magic is mainly used in fighting. We'll find you something to fight!"

Dusk cringed at the idea. "Pinkie, is that really necessary?"

"It's the only way to prove you don't need further lessons. I'm not talking about a pony, maybe just something scary, like a cockatrice or something."

"I don't know…"

"It's the only way!" she repeated desperately. She shook his shoulders. "Come on Dusk, would you rather move back to Canterlot?"

"No but… I'd also not fight without some sort of reason, not just because it's convenient," he said. "I don't just want to seek a fight like that."

Pinkie thought for a moment. "I know, let's go see Zecora! She gathers ingredients in the Everfree Forest, where all sorts of nasties hang around. We go to her, ask her if she needs something, go find it, fight a monster if we need to, then come back in time for dinner. That way, you do a favour for a friend and you get to stay here."

"I… I don't…"

"Dusk, I don't like fighting or the Everfree Forest either, mainly just because I'm… scared…" She whimpered, but put on a brave face. "But… I also don't want you to go. I'll go along too, to help if I can, but… can we just try? Please?"

Dusk tried to say no, but he just couldn't. He had his reservations, his doubts about this plan, not just the fighting, but the danger as well. But the look on Flutterhy's face just made him feel weak at the knees and he conceded.

"Okay then. But… we need to be careful, agreed?"

"Yeah, duh! Now come on, let's go!"

"Wait, one other thing." She looked back at Dusk again. "If we do have to fight some sort of animal, even a scary one… don't hurt it too much, okay?"

Dusk now actually felt a little better about this idea, just from that request.

"I promise, I won't harm it badly. You have my word." He got up off the bench and let the new vigour flow. "Right, lead on Miss Pie."

With Pinkie's signature bouncing, Dusk's sprinting and Fluttershy's gentle, but swift flying, or rather hovering above the ground a few metres, they made their way towards the foreboding trees of the Everfree Forest. Even just being close gave them all chills, their branches reaching out like clawed hands to grab them and the shadows hiding nameless, faceless creatures that dwelled in the depths of the darkness.

Luckily, with their speed and the size of their group, plus the fact they knew where they were going, they swiftly made it to Zecora's tree hut. The zebra, though surprised at their sudden arrival, was none the less pleased to have guests and welcomed them into her home, serving them a brew she made herself.

"Thank you Zecora," Fluttershy said, taking the cup from her and sipping it. She had to do her best to hide her grimace. "Mmm, delicious…"

Despite his respect for difference in culture, Dusk too found it a little hard to swallow. It was like somepony had taken some dirty socks that hadn't been changed for weeks and liquefying the texture and the smell.

"This brew, you see, is my own special recipe," she told them proudly. "It contains grass shoots, tree roots and a big helping of beetle juice."

Too polite to say anything, Dusk simply placed down his cup and did a strained smile in her direction.

Pinkie, however, was enjoying it immensely, slurping down her bowl. "That's great stuff! Got anymore?"

"With an appetite like that, I could make some more in thirty seconds flat," the zebra informed her.

Fluttershy, while Zecora had her back turned, deposited all of her own in a nearby jar and mirrored Dusk's smile.

"Oh, that's very kind of you, but um… we came to see you about something."

"Aw, come on! Can't we at least have a little more?" begged Pinkie.

"As um… unique as this is, she's right," agreed Dusk. "We wanted to ask you if you needed any help gathering potion ingredients."

Zecora looked surprised. "I am flattered by the offer, this is true, why the sudden interest in what I do?"

Fluttershy was about to tell her, but Pinkie silenced her with a look. Dusk had to agree, for he wasn't sure how Zecora would react if they told her the truth. She might just think they were looking for trouble.

"We just thought that you must be kept um… busy, you know, with all of your um… gathering of ingredients so uh…"

"We thought it would be nice to come along and help you out a bit. You know, as friends, just as a little favour for you." She hopped around Zecora and placed her hooves on her shoulders. "You know, let us handle some of your work while you stay here and relax a little. How does that sound?"

"I don't know…" She looked unconvinced, probably because of Dusk's poor attempt at deception before.

"Come on, think about it!" She started to massage her. "You can stay here, in front of the nice warm fire, take a little weight off, enjoy yourself and not have to worry about any pesky ingredients spoiling your day."

Her expression now was a lot more relaxed, though Dusk exchanged an unsure glance with Fluttershy at Pinkie's display.

"Not to sound like I have avarice… but that does sound nice…" sighed Zecora.

"Yeah, see, sounds great, doesn't it?" encouraged Pinkie, ceasing her massage and still beaming. "You tell us something for us to find, we go get it for ya."

"That would be a kind deed, but I have most of what I need," she informed them. "Although, if you wouldn't mind, there's one I wasn't looking forward to making the trip to find."

"What's that, huh?"

"One for a strength potion, an ingredient I must seek, the Brute Root, found deep in the Earthy Chasm, quite deep."

"The… Brute Root?" Dusk repeated.

"Yes, it grows inside the dark tunnels, so called because it looks like a flexing muscle," she explained. "A sample, if added right and true, will add power to any iron brew."

"Great! So, how do we find this Brute Root?" Pinkie giggled. "That's fun to say lots. Brute Root, Brute Root, zoot, poot, what a hoot!

"I suppose…" Zecora ignored this and went on. "To find the cave, to be seen, head to where the forest is most green. Cross over the deep pit, venture and brave into the dark cave and you should find it in quite a bit."

"D-d-d-dark cave?" stuttered Fluttershy. "Oh dear…"

"Don't worry, you'll have me."

"Oh yeah, I forgot…" She moved closer to him for comfort.

"Easy peasy, pony squeezey!" chanted Pinkie. "Come on guys, let's go."

"Wait a moment, first I must say-!"

"Yeah, we'll be careful, you just relax now!" Pinkie was already pushing them towards to the door. "We won't be long, you just chill out here."

"But the cave, there are-!" The rest was cut off when the door was shut on her.

"Come on, in case she changes her mind," Pinkie urged, not stopping until they were good distance away from the hut. "Okay, we're good. So, finding the Brute Root, huh? That's a great name!"

"W-w-what do you think she was g-g-going to tell us?" whispered Fluttershy. "About the cave?"

"I'm sure, whatever it is, we'll handle it," Pinkie dismissed. "You got me, you got Dusk, all we need is some chocolate cake!" She grinned, looked around and sighed. "Oh well, two out of three isn't bad."

"Are you sure we'll be okay?" asked Dusk cautiously. "There might be something dangerous in that cave."

"If there is, we'll fight it off with your magic and my me-ness," Pinkie said. "If we can't handle it, we grab the root and do what I do best in situations like that."

"Which is?"

"Scream and run." She shrieked at the top of her lungs, darted off and returned seconds later. "See what I mean?"

"I like that idea," Fluttershy said.

"I suppose that makes sense," agreed Dusk. "Right, do you know where we're going?"

"Well, my Granny did tell me stories about a part of the forest that's even greener than the rest, with lots more flowers growing and such. She said it was something to do with the wild, untamed magic in the forest that even the princess herself couldn't harness." She shrugged lightly. "I always imagined it was just a forest pony with really good manure that kept it growing."

"I… see."

"Good, now follow me. I know what to look for." Deciding not to question her thinking and methods, as everypony else usually did, Dusk and Fluttershy followed the prancing pony into the forest.

That sounded like a good name for an inn or something of the sort, Dusk thought, before blinking at the randomness of it. Pinkie must be affecting him somehow.

While they followed her, Dusk knew that he was still having his doubts about doing this and not just at the idea of having to fight something, even if it was for a good cause. He knew he'd been coming along well in his magic, but was it good enough to actually apply to a real combat scenario? Was he ready for it? What if he wasn't and they couldn't get away? What if something happened to him or Pinkie or Fluttershy?

He'd already caused them enough pain. He could be responsible for whatever happened…

But he was able to take some comfort from the fact the two of them had volunteered to come, even Fluttershy, because they didn't want him to leave Ponyville. It helped remind him of the strength of their friendship, how much he cared for them and how much they cared for him. It wasn't something he was willing to give up if he could. They'd do their best, find the root and get out if things got too tough. At least they weren't being completely foolish.

I have to have faith in my friends. We'll be fine, he thought to himself and imagining them emerging triumphantly from the Forest bolstered his spirits a little. To try and distract from that, Dusk began to ponder what Zecora would have said to them about the cave. Would there be something living in it? Hopefully, not another Paraserpent. If it was a dragon, perhaps they could try and reason with it or Fluttershy would be able to scare it off, he thought with a smile.

He hoped Twilight wouldn't be too worried and that he hadn't been gone for too long. He didn't say exactly when he would be back, that he would be gone until he'd tried to come with an idea and either succeeded or failed. Had she come up with an idea now, perhaps something that was a lot safer than what they were intending to do? There was no time to check now and they couldn't exactly turn back, since they'd already come this far, but still…

Eventually, Dusk could figure out that they were getting close to their destination when the forest started to change, the plant life becoming a lot more vibrant. It was still rather dark, but it truly was an incredible sight. The earth beneath their hooves felt softer, almost like a mattress, more alive. The trees here grew even taller than before, their branches almost as thick as the trunks they were growing from and the trunks were the same width as a house. The grass was wild, untamed and grew up to their knees. Beautiful flowers, of every kind and breed, bloomed all around them, even though they should be retreating for autumn.

They were also starting to see other signs of life. Some animals and insects, just rabbits or birds and butterflies, ran and flew through the trees and grass, stopping to eat the flowers, run away from the unexpected arrival of three ponies or even scurry up to investigate, much to Fluttershy's sheer delight. It certainly helped to calm her down, as it did with Dusk. It was very enchanting. He always knew the forest was strange, unnatural by pony standards, but this place truly belonged to nature, to the magic that had helped to give it life. He could practically feel it in the air, all around him, making his horn tingle.

It was enriching… and a little intimidating too.

"Come on, I think it's this way." Pinkie pointed to the entrance of a cave through a thicket of trees, open like the mouth of a great beast. "Honestly, how could Zecora not want to come to a place like this?"

"I know, it's lovely," agreed Fluttershy, rubbing noses with a rabbit. "How could this place ever be scary, huh? It isn't scary, is it Mr Rabbit?"

"It is very beautiful," nodded Dusk, watching some birds soar past his head while they twittered. "But appearances can deceive and we shouldn't hang around, in case predators show up."

"Talk about ruining the mood," pouted Pinkie.

"Just being cautious. I don't want to be here too long. Let's get this root and go."

"Okay then," Fluttershy said reluctantly. "You be careful now, okay?" The rabbit squeaked and hopped off with its fellows.

"Oki-doki-loki, just head down here and- whoa, mind your step!" she warned, stopping them with her legs.

Dusk looked around and saw she'd stopped them from walking right into a ravine. One with some rather sharp rocks at the bottom, glinting like teeth.

"Ah. Good call."

"Thanks. Well, at least it's not too far." With two springs, she bounded across and smiled across at them. "Come on, slow-pokes!"

"Oh… I don't think I can make that jump…" whimpered Fluttershy.

"Um, little sis?" He nodded to the wings, still folded on her back.

"Oh, right, yes." Her face flushed with embarrassment, she flew across, trying very hard not to look down. "Will you be okay Dusk?"

"I should be." He created pink shock absorbers on his hooves and took a few steps back. "Right, here goes nothing…"

He sprinted, tensed his legs and bounded into the air. He could see the other side, getting closer, Pinkie and Fluttershy waiting…

Then he looked down and realised, too late, that he wouldn't make the jump. He darted his head up, tried to reach out for the edge, but he was already falling, falling-!

"Gotcha!" Just in time, Pinkie grabbed him by the nape of his neck with her teeth. With a grunt, she hoisted him up onto the other side.

"Dusk! Oh my goodness…" Fluttershy latched onto him in a second. "You almost… I was scared you wouldn't…"

"I know, I was too," he said, his legs around her. "Thanks for the save, Pinkie."

"It was easy, like a mummy dog carrying a puppy. Except you're not a puppy. And I'm not your mummy, so maybe not like that." She shrugged and smiled brightly. "Oh well, let's get going."

Dusk nodded, glanced back at the ravine and pressed on. That was far too close. He would have to be a lot more careful in future, at least until they found this root and got out.

They reached the entrance to the cave and, swallowing their fear, they stepped inside, Fluttershy sticking ever closer to Dusk. Another obstacle stood in their way, in the form of another long drop down into the cave. Dusk felt a little giddy looking down at it, especially just after that incident. It was too high to jump down without injury.

"Right," he decided, "Fluttershy can fly down, I'll use colour clouds to carry myself and Pinkie. Does that sound good?"

"Sensible as high society sweets," agreed Pinkie. "That alright Fluttershy?"

"Um, I guess. I mean, it's not too deep, right?" She whimpered again, shutting her eyes, gently descending into the depths.

His fear of flying returning somewhat, Dusk allowed Pinkie to step onto a colour cloud before lowering themselves down into the depths. It might be a drop, but they could use this same method to get out again once they had the root. The light of the clouds cast eerie, tall shadows onto the cave walls, which were just as abundant with plant life as the outside was, even it was just moss and flowering roots, while they descended ever deeper into the cave.

Dusk made sure to hold his magic, putting in the strength to support both himself and Pinkie. Fluttershy was already waiting for them at the bottom, watching them float towards her. So far, so good.

They were about half way there when Dusk started to feel light-headed again. At first, he thought it was just a reaction from the heights again. Then, he started to feel tired and the clouds he and Pinkie floated on started to flicker like a candle in a gust of wind.

"Uh oh!" Pinkie looked up urgently. "Just a little further Dusky, almost there. Come on, you can make it."

He tried to manage it, to keep the spell up before it failed completely, but he knew he wouldn't be able to do it. He just wasn't used to carrying more than himself and certainly not for long. He had been moving slowly to conserve energy, but… he could do this.

He increased the speed to Pinkie's cloud, getting her closer to the ground faster than he did. He tried to keep his own going, but that was all he had left to give. His strength gave out, it vanished beneath her hooves and she dropped. At exactly the same time, his own was gone and he plummeted like a stone.

"DUSK!"

He heard them both cry out, his own scream and the wind rushing past his hair, almost taking his hat off. The ground was getting closer, he knew how much this would hurt. Would he break his legs? Or perhaps worse.

He shut his eyes, waited for the end-

Soft hooves looped under his legs, slowing and stopping his fall. He heard her grunt with exertion before dropping him to the floor and he looked, with utter relief, to see Fluttershy had caught him just in time.

They hugged each other once more, not even saying anything this time. They knew just what the other was feeling. Another close call and another stroke of luck.

"Well, that certainly wasn't fun." Pinkie smile was sincere and full of gratitude. "Thanks for saving me, Dusk."

"I couldn't just let you fall. Ponyville needs you."

"It needs you too." For a moment, she was serious, even a little sad, something he rarely saw from her. Then, as sudden as she could be, Pinkie was back. "Guess we're lucky you came with us Fluttershy. I've never seen you move that fast."

"Um, I can be quick, if it's an emergency. You know, if an animal's falling or a friend… or a brother." The look she gave Dusk made him all the more glad that he'd survived that.

"We were lucky, but this trip is becoming too dangerous for my liking," voiced Dusk. "I suggest we find this root, get out and return home as quickly as possible."

"I second that. Unless… you want to, Pinkie."

"I'm fine with thirding it, third's good," perked Pinkie. "Quicker we get this root, the quicker we can tell Luna you don't need to move back to Canterlot. Let's get looking!"

But even with that sentiment and her optimism, Dusk now had even more doubts than before about coming here, with recent events just adding to them.

So far, both the ravine and entering the cave had shown that his magic, while it was better developed than it had been, was still woefully inadequate for what he intended to use it for. Those faults had almost gotten himself and his friends hurt because of that. Again, they were both here because of him and now, he had more doubts than ever that they wouldn't be able to handle whatever was in this cave.

Have faith. Those words would seem rather empty if either Pinkie or Fluttershy got hurt. Or worse. But he had to move on, had to believe they would get through this together. Maybe they could just tell Luna about what happened in the forest and that would be enough without having to battle any creatures. After all, they both did and, so far, they hadn't encountered any hostile creatures or monsters. Things had been rather quiet for a while. Unless they encountered more pitfalls, Dusk knew he should be relaxed because of this.

So why did that scare him so much?

Their hoofsteps echoed off the cave walls, along with the boings that accompanied Pinkie's odd prancing and the steady beat of Fluttershy's wings. There were roots growing all around the lengths of the wall and it was when they emerged into a clearing in the cave, one filled with lush green grass and small trees, that they found what they were looking for.

"There it is!" Pinkie was the first to dash up to it. "Wow, it really does look like a muscle flexing."

"Well, that was easier than-"

"Don't!" hushed Pinkie suddenly.

"But I-"

"Nope!"

"I just wanted to say that this was-"

"Don't say it!"

"-easier than I thought," Fluttershy said.

"NO!" Pinkie shrieked. "Don't ever, ever say that! You've jinxed it now, something's sure to happen!"

"Oh… sorry…"

"Never mind," Dusk said, breaking off a chunk of the root and giving it to Pinkie to store away. "We have it now, let's go before anything…"

He stopped at the sound of a loud rumbling noise that echoed all around the cave. All three of them froze, eyes wide and pupils narrowed.

"What… what was that?" whispered Fluttershy.

"Might have been my tummy, I am kinda hungry." The rumbling echoed again. "No, that definitely wasn't me. Hubububububu!" Her head started to shake violently.

Recognizing her Pinkie sense, Dusk was on alert. "What does that mean?"

"Uh oh. Danger's coming. Really, really big danger!"

"That's all I need to hear. Time to…" He froze when he heard loud, resounding bangs in his ears. Regular, powerful and huge.

Footsteps.

"Wh-where's that coming from?" whimpered Fluttershy.

"I can't tell… it's all around us."

"Wh-wh-what is it? A dragon?"

"I don't know…"

"They're coming out of the walls!" screeched Pinkie.

"What? Pinkie, be serious-"

"I am, look!" She pointed with her hoof at a wall. Dusk squinted at it, adjusting his glasses to see better.

To his horror, he saw that she was right. Chunks of the wall were coming apart, falling down and rising back up, a green light whirling around them. It was the same story from the ground, green light lifting chunks of stone and earth from the very foundations they stood on.

"I told you so," Pinkie said to Fluttershy. None of them dared to move, watching the events unfold before them.

Soon enough, he saw them, fully formed in the clearing. There were five of them, as tall as Princess Celestia and as wide as the side of a house. They walked on two legs, huge hulking arms at their sides, with fingers as thick as a Magical Compendium, arms like tree trunks, in fact some of them were. Their faces were featureless, and blank but Dusk knew that they were looking right at them, with glowing green eyes like dots. Glaring at them with anger and rage. Like another set of eyes he was too familiar with…

Though their bodies were like those of a muscle builder, there was no flesh on them. Moss, roots, flowers and grass seem to sprout from the earth and stone that they were made from, the same green energy glowing the brightest on limb joints, where the neck, arms and parts of the legs should be. Like nature itself had come to life right before their eyes.

They stood there, just staring at them, flexing their fingers and making strange, groaning noises, like the sound of a great oak being cut down.

"What in the name of… what are they?" Dusk asked, completely at a loss.

"Golems," whispered Fluttershy in utter terror. "I've heard stories about them in the Forest, acting against invaders and trespassers."

"They don't look very happy," stated Pinkie. "Think it's 'cause we took that root?"

"Most likely," agreed Dusk. "They seem intelligent, maybe we can try talking…" He stepped forward a little. "Golems, I understand we have trespassed in your home. But understand, we don't want to fight you. All we want is to-"

He ducked as one of them lobbed a rock at his head, which shattered against the wall behind him. The one that threw it gave an angry roar, as did the others and they started to lumber towards them, their feet slamming against the ground.

"Okay, diplomacy failed." Knowing there was no other option, he let his magic flow through him and tensed his muscles. "You wanted to find something for me to fight Pinkie? We found something…"

"Yeah, I'm not feeling as great about this as I did," the party pony admitted. "We gotta get past them and get outta here with the root, but they're blocking the way." He glanced to see she'd whipped out her party cannon. "Never leave home without it."

"Good call," he nodded, though he wondered where exactly she kept it. "Fluttershy, stay behind us. We'll handle them."

"O-o-okay," she stuttered and Dusk felt her cower behind him. "Oh dear…"

Dusk gave her a smile to comfort her and screamed when he saw a golem's fist rocket towards him. He dived aside to avoid it, heard Fluttershy scream, but knew he didn't have time to help her when it swung the other one. He felt the wind blow over his head as he dodged that too.

Desperate, he let loose a round of colour pellets at it. They barely chipped the stone and didn't even slow its approach. Fortunately, it was slow, as were the others, lurching towards him like it was weighed down by its own feet. Dusk had speed, so that was one advantage he had, now it was time to see if there were anymore.

Looking it over, he could see that the chest was definitely the strongest point on the creature, it being a big slab of stone so that was discounted for any attacks. He noted the green magical energy that was connecting limbs to the rest of its body. It looked to be the only thing actually holding it together. Perhaps enough force there would suffice.

He let the golem come to him and raise its fist to bring it down on his whole body. Jumping aside as it came down, he scrambled onto the arm while it was one the ground and set more pellets, followed by a few punches, to the 'elbow' joint before jumping off and landing on his belly back on the ground. Dusk checked his handiwork, noting the energy had started to flicker so, when the golem raised its arm again, it left its gigantic fist embedded in the ground.

"Go for the limbs!" he called to Pinkie. "They're the weakest points!"

"Way ahead of you!" She raised her cannon and blew the head off one coming at her. "Get it? Ahead?"

Dusk didn't even respond to the terrible pun, returning to his own golem, who seemed to be trying to reattach his fist with more magic. Hopping on a colour cloud, he zoomed towards the creature's head, jumping off when he neared it onto the shoulder. Too late, it raised its good arm to try and swat him off just as his rear legs collided with it in a kick.

His strength was negligible, but the added shock absorbers did the trick. The head tumbled off, the magic that held it fading. He jumped off, again narrowly avoiding the fist and looked around to inspect the results. The golem, now without eyes, began to feel around blindly for him, swiping randomly, its fist grazing another one that stood nearby.

He whipped around to see another one already closing the distance. Ducking under its fist, he fired more rounds at its leg, dislodging it and causing it to lose balance. He was about to run in and finish it, when it clapped its hands together, sending out a massive wave of sound that made him clutch his ears and cry out.

His ears ringing and his glasses dangling a little, he raised his head and adjusted them, just in time to see the golem raising its right fist to squash him like a bug. He tensed his legs to try and dodge, not sure if he'd have the time when something collided with him, pushing him out of the way just as the fist smacked the ground where he had been seconds before.

Shaking his head to clear it, Dusk looked to see a shocked but relieved Fluttershy, standing next to him.

"Thank you," he said with sincerity. "Now, quick, go find somewhere safe to hide."

"R-r-right," she nodded. "Stay safe…"

She ran off to find cover and Dusk surveyed the battlefield again. Two of the other golems were recovering, but the one he'd knocked the head off of had replaced it and was now looming over him, beady green eyes locked on him.

Dusk was already feeling light-headed and weak from using his magic. He hadn't actually used it before in battle and now it was starting to show. Maybe he'd have enough strength for another spell, but would it be enough? Would he have the speed to move quickly out of the way with the strength he had?

"Hey, Rocky's uncle!" The golem swung its body around at the sound of Pinkie's voice, who was standing right next to it. "I'm gonna ask really nice here, but I won't ask again: step away from the stallion."

If the golem understood her command, it didn't obey or just didn't care. It turned back to Dusk to resume being about to crush him.

"Okay, now I'm gonna ask not-so-nice," she said dangerously. "Step away or I'll blow you away with one hoof." She held it up for emphasis.

Now, Dusk was sure that, if it could, the golem would be laughing. But he knew Pinkie and she wasn't joking.

"Last chance. I mean it. One hoof." The golem didn't move, save for raising its fist again. "Alright, you asked for it!" She slammed her hoof down on her party cannon.

_BANG!_

The golem teetered backwards and fell with a crash to the floor, shaking the very earth it was made from with the tremors. Dusk gave Pinkie a grateful look, which she returned and she whipped around to fight more.

So far, they seemed to be at least holding their ground against the golems. But they kept reforming and they were running out of steam, especially Dusk. Fluttershy was in danger, they all were. They couldn't stay here. They had what they came for, now it was time to leave.

"Let's go!" he commanded, Fluttershy popping up from a rock she'd taken shelter behind and Pinkie whipping around, rolling her cannon along.

The way they came, however, was blocked by two more of the earth monsters, who started to lumber after them, while the others either closed in or recovered what they had lost in the other fights.

"Dusk, go in-between them!" Pinkie shouted.

"Pinkie, what-?!"

"Trust me, follow my lead!" She sprinted ahead, with an unsure Dusk following close behind.

Dusk could see the golems raising their mighty arms as they neared and he had to fight the instinct to jump out of the way. They galloped ever closer, Dusk still not sure what Pinkie could possibly have in mind for this.

"Keep going, keep going!" she urged. The fists came up. "Wait for it…" They swung down. "Now, move your rump and jump!"

Dusk did so and leaped with all his might, hearing the sound of shattering earth as the golems fists missed and hit each other. Their bodies came apart completely, pieces of earth and stone scattering all over the ground, the magic fading with their destruction.

"Good plan," he said to her, her response in the form of a bright smile. "Right, time to go."

They sprinted back down the length of the tunnel, the sounds of the golem's feet echoing after them. They weren't giving up that easily. Rounding the corner, they saw the edge stretch up above them, preventing their escape.

"Oh yeah, forgot about this," Pinkie remarked.

"I… I don't have the energy… for another spell…" confessed Dusk, collapsing.

"I could fly you out, but I'm not sure I'd have the strength." Fluttershy squeaked as their pursuers rounded the corner.

Dusk was in a panic. What could they do? They didn't have the time or the energy to climb back out or fight the golems. This looked like the end… all because he wasn't strong enough yet, when he could have become stronger.

They were going to die… and it was his fault.

The golems closed in, sensing victory was close. They all huddled together, Pinkie shifting her cannon from one to the other, unable to decide on a target. Dusk tried to summon the energy for one, last attack. Maybe they could still run or hold them back… could they?

They raised their arms, groaning loudly. This was it!

"Heads up, jerks!" A cyan streak and a bolt of purple magic smacked into the closest two, making them fall back.

There was the sound of a teleportation spell and Twilight was next to him, placing something on the ground. "I've got Dusk! Rainbow?"

"Pinkie's ready to fly!" Rainbow Dash affirmed.

"Fluttershy, you fly out!" As she finished her command, Twilight teleported him away and, after a second of sickness, they were back at the top of the cliff.

They'd made it. They were safe… this time.

"Good, the offering worked, like Zecora said…" Dusk looked over the edge and saw what Twilight meant.

The golems were all gathered around something, a plant that she had left for them. One of them picked it up, examined it closely, nodded up at them and they all lumbered back inside the cave, until they were gone from sight.

"I see," Dusk whispered. "Replacing what we took to appease them…"

"Dusk! Thank goodness you're all safe!" Twilight's legs wrapped around him in a hug. "Looks like we got here just in time."

"Indeed," Dusk agreed, fitting his glasses as Rainbow, Pinkie and Fluttershy emerged. "Before you say, I know… that was stupid of us… of me."

"No kidding, lame brain," Rainbow chastised. "I'm supposed to be the reckless one here." He couldn't help but note a slight tone of admiration in her voice.

Twilight, however, was less than impressed. "What were you thinking, all of you?! You know how dangerous the Everfree Forest is! I only knew you were here because Rainbow saw you come in here-!"

"Totally wasn't following you!" she put in with an awkward glance.

"We figured out where you would go, found out from Zecora where you were and discovered that you came here, to Golem Gorge?!" she asked incredulously. "Honestly, what were you all thinking?!"

"That was kinda my fault, Twilight," Pinkie put in. "We didn't stick around long enough to find out where we were actually going or what might be here. My bad."

"We're really sorry…" Fluttershy pawed nervously at the ground, looking shamefaced.

"I know and I'm relieved you're all okay, but I still want to know why you wanted to actually come here in the first place."

Looking just as ashamed, Dusk explained the reason they had come here, to try out his magic in an actual situation, adding too that there was conclusive proof that he really wasn't ready yet and he needed more training from Luna. He hated to admit it, but he knew he was right.

"I know we said that we'd try to find another way, but… I don't think there is one," he finished. "We were lucky this time but what if there's a next time and we're not? I don't want to say this but… I think Luna was right…"

Twilight's expression softened and she sighed sadly. "I know and… I agree with you. There is no other way, although I've been told that… it might not be as bad as we thought."

"Really? Why?"

"'Cause I know how you feel." It was Rainbow that spoke up now. "You know how I wanna be a Wonderbolt and I probably will be one? Well, to get my training, I'd need to go to the Academy where they train them. That means that, when I apply and when I'm accepted, I'd have to leave Ponyville. Leave you guys."

"I see. And that doesn't bother you?"

"Yeah, of course. It's gonna be tough, but training only lasts for a week then I'm back home. One week, then I'm back with you guys. It's not like I'm going away forever, right? I know you couldn't live without me for more than a week," she added with a cocky smile. "I know it's not quite the same, but I don't think your training with Luna would take much longer. You go there, get taught and come back. No mess, no fuss."

"That's what she told me and I think she has a point," took over Twilight. "I would still miss you, but it's not like you're never coming back. I can wait for however long, which I don't think will be too long."

"Yes… I see her point too," agreed Dusk, touched by his marefriend's words.

"Me too," put in Fluttershy. "I mean, I'd miss you too but um, you'll be back before long, right?"

"Wait, Rainbow has to leave too!? What's happening to us?!" Pinkie saw they were all staring and calmed down. "I understand too, I guess…"

"Then… I guess that's settled." Silence hung in the air from Twilight's words. There was definitely no arguing against what had to be done now.

Dusk didn't like it and he knew how much he would miss them when he had to go, how hard it would be but… it was the right thing to do.

"Right," Rainbow said, breaking the silence, "not much point hanging around here, unless we wanna get eaten by something nasty. Let's book it."

"Agreed," said Dusk, staggering a little from the loss of energy before Twilight moved by his side to support him. "Thanks… and thank you, Rainbow. You've helped a lot."

"Eh, you know, whatever…" Her cheeks flushed red again and she looked away as they started to walk out of the forest.

"I suppose we'd better have Spike ready to take a note to Luna… right after I have some rest." He heard Twilight giggle and he leant gratefully against her side, feeling better already.

* * *

The train hissed steam into the station, covering the ground in a layer of smoke before dissipating like the train itself soon would. Ponies were either getting off and gathering their luggage, arriving at their destination, remaining on the train to travel further or getting on here from Ponyville to travel to Canterlot. Some were alone, some were being seen off by friends or lovers. For Dusk, he was the latter case and it was a little bit of both.

It had only been a few hours since he'd sent the letter off to Luna when he got the reply, telling him they were ready for his arrival back in the royal city. No time to lose then. His own cases were packed, his ticket ready, but he still wasn't ready to board the train. Not with his arms around Applejack in a hug and with the other girls to say goodbye to. They'd all come to see him off, something he was very grateful for.

"Sweetie wanted to come and see you off, but she had school," Rarity told him. "She apologises, but wishes you well."

"Same from Apple Bloom. We're gonna miss ya sugarcube," she said honestly. "It ain't gonna be the same without ya 'round here."

"That means a lot to me, AJ," he said to her, trying his best not to cry. "Thanks for the pie…"

"No problem, y'all jus' enjoy it an' come back safe now, ya hear?"

"Yes Dusk, if nothing else, remember to try and have some fun. After all, you are just going back home in a sense," Rarity said with a sniffle. "Take care of yourself, darling."

"R-r-r-remember to write t-t-to us," Fluttershy prompted, having already started crying.

"Yeah, every single day. Don't ever, ever, ever forget!" Pinkie caught him in a three minute long, rib-breaking hug before she let go. "And we'll send you a reply in minutes, no, wait, seconds! Get back to you in seconds!"

"I will," he assured her. "Thanks for your help, you two. Same to you, Rainbow."

"Heh, no problem." The hug she gave him was rather lingering and she became a little jittery afterwards. "Yeah uh, have a good time and stuff. Miss ya."

"The library's gonna be quieter without you and a lot harder to clean, but I'm cool with it," assured Spike, hugging his leg. "See you when I see you."

Twilight hugged him the longest, as well as kissing him softly. "You know, I read somewhere that a little distance is good for a relationship."

"Not too much distance, I hope." He cupped her cheek with his hoof and kissed her again. "I'm really going to miss you, Twilight."

"I will too. It really… won't be the same without you," she sighed. "I'll always be thinking of you."

"Me too, every second."

"All aboard for Canterlot!" the station master called, blowing his whistle. Time to go.

With one, last lingering look at the girls and hug from Twilight , Dusk, with a heavy heart, stepped onto the train. Placing his case in the rafters, he dashed to the window, as the train began to lurch out of the station. He opened the window and felt the steam pour past his face, waving to his friends.

"Bye girls, I'll miss you all!"

"We will too. Good luck with your studies!" Twilight called.

"Hopefully won't need it." He waved with his hat and actually managed to smile. "Until next we meet, my friends!"

They continued waving to each other, Pinkie actually pushing as far ahead along the station as she could, her hooves frantically waving. Eventually, the train rounded a corner and obscured them from view. They were gone.

Sighing again, Dusk closed the window and sat down, missing them already. Deciding to do something constructive with his time, he pulled out some parchment, ink and a quill and started to write a new report for the Princess.

_Dear Princess Celestia_

_Sometimes, it seems that you have to make a difficult decision between choosing your friends and something equally important, if not more so, especially if it means leaving them behind. It can be so hard, you might not be able to make it at all at first and even take steps to avoid it. If nothing else, however, remember one thing: no matter what you choose, your friends will always do their best to support you in your decision and help you make the right choice._

_Even if you have to move away from friends and partners, they're never far away if you keep them close in your heart and the hope that, someday, you'll all see each other again. Maybe sooner than you think. In that sense, it's not really 'goodbye'. Just 'see you later'._

_Your faithful subject_

_Dusk Noir_

Satisfied, he folded it up and stored it away. At least he could give it to her in person and along with that, writing it had given him some comfort. Even if he was moving away, he was definitely going to see them again. He didn't know where or when, but he would.

Plus, Rarity was right. In a way, he was going back home and he'd be seeing more of one of his other friends, perhaps a few more or even make some new ones.

And that, thought Dusk, while he listened to the steady clacking of the wheels on the tracks, wasn't so bad at all.

* * *

Back to Canterlot, eh Dusk? Oh well, it's not so bad is it?

Just a heads-up guys, I will still be writing, but I've also got to start revision for my exams soon. Like, very important exams, I need them to get into university. I'll still be writing, but it may become hampered by revision somewhat. I'll try my best though, but I need to prioritize.

Anyway, next time is… well, not Mare Do Well. I mean, it is but… well, you'll see it'll be a little different.


	12. The Shadow Spectre

**The Shadow Spectre**

"Ha! I have you now, Dusk!" Luna charged forward, her horn glowing bright with magical light.

"I think not!" The stallion created a colour cloud, stepped on it and jumped over her, using shock absorbers to bounce away and round on her again.

"You think those moves will save you?" She took off into the sky, smiling devilishly. "Have at you!" A series of bolts were shot at him.

Dusk was ready for them. Some he dodged, some he managed to block and he barely even stumbled or faltered. He had enough energy to counter and he used it when there was a break in the firing, making Luna retreat.

"Is that your best?" he called. "Equestria will never succumb to the darkness!"

"Oh, but it will. I control the darkness and it will soon sweep all across this land!" At this, her horn glowed again and Dusk's vision clouded.

She had reduced the light around him in order to sneak up on him in the dark. A trick she'd tried before and one that he knew how to counter. He channelled his magic into an orb which, with a bright flash, pierced the darkness around him.

He suddenly felt light-headed, when he realised that he put more energy into the spell than he originally intended. Clearing his head by shaking it, he darted his eyes around, searching for any sign of the Princess of the Night.

Until he felt the point of her horn at his back and knew exactly where she was.

"The end for you is now." He yelped when she sent a mild shock up his spine, making him shoot into the air. "I am victorious once more!"

"Agh, I'm vanquished!" With an exaggerated move, Dusk collapsed to the ground in an act of death.

He opened one eye to see Luna, barely suppressing a grin. He let one of his own spread onto his face and soon the both of them were laughing, mainly at their own hyperbolic behaviour and phrases that they'd been using during their little sparring game.

"Once again, I have bested you," said Luna, helping him up. "You are getting better, but do you know where you went wrong?"

"I put too much energy into the brightness spell to counter the darkness," he affirmed. "You always pull that move when you're desperate."

"As I take it, villains aren't meant to play fair," she countered. "Do you know how you might improve for next time?"

"Perhaps do a series of smaller bursts instead of one big one."

"An apt solution, but we shall see if it serves you well in our next bout." She pouted a little bit. "I don't understand why I am always the villain."

"Typically, the villain is more powerful than the hero. That's what makes their triumph so much more admirable."

"A triumph that you, so far, haven't acclaimed to."

"Arrogance breeds negligence, Luna."

"And foolishness brings defeat, Dusk."

"It's a good thing I'm not a fool then."

"Not much of one." They laughed off their banter, knowing neither meant any malice behind the words. "In all seriousness, you have made great progress these past few days."

"That's kind of you to say so, Princess," he said humbly. "I still have ways to improve completely though."

"Yes, but the progress is hardly negligible," she said. "Soon, you will be able to best any foe in battle, combined with your mind and magic."

"I'd rather not be known as a fighter though," he reminded her. "Only when there's no other way and even then, I wouldn't do it lightly."

"As I have said before, I trust your judgement in that you will always strive to do what's right," she replied. "This is purely for a precaution, just in case you do need to fight."

"I know and I'm grateful for that, though I wish it wasn't necessary," he admitted.

"Patience, Dusk. Once I am confident that you have mastered this part of your training, then we shall move on to more pleasant aspects of your magic," she soothed. "Soon enough though, I think you may have to try sparring with a different opponent to truly test your skills."

"I understand, just so long as they're not too overzealous," he said.

"Of course, I wouldn't want to go to the trouble of finding a new student," she quipped. "Come, let us walk a while before you must retire."

Walking by her side, Dusk followed Luna through the halls of the Canterlot palace, thankful at least he was with a friend throughout all of this.

While his journey to the royal city hadn't been one of the best, it could have been a lot worse. At least he was going somewhere he knew, where he had a few friends to speak of. It was better than nothing. Upon arriving in Canterlot, he had been taken to meet Princess Celestia by a rather rude and curt guard, whom he caught glaring a little at him. The Princess of the Sun, who had met him because Luna was resting, had then showed him that he would be staying back at her school, in the old study suite that she had given to Twilight when she'd resided in Canterlot.

That had been a week ago and Dusk had been kept rather busy since then, so much so, that he hadn't really been given enough time to feel sad about having left Ponyville. Within almost a minute, a knock on his door announced the arrival of Mirror Shine, Prim Proper and their respective coltfriends, Jock and Muscles, who had heard about his arrival in Canterlot and had come to meet him. Thankful again that he still had some friends, Dusk had been more than glad to welcome them and spend a little more time with them when he wasn't busy studying.

Mirror, of course, had been the most sympathetic about him having to leave his friends behind and had done her best to make him feel better. Muscles, too, strove to cheer him up, suggesting that he could probably do with a workout. Prim had just sort of hung on the fringes, looking as eager to leave as possible. She never seemed to like him very much, something Dusk was too afraid to ask exactly why. Jock, while he had been friendly, had now and again been staring at Dusk, or rather glaring, which he usually hid. Dusk wasn't entirely sure, but if he didn't know better, he could have sworn that he was… jealous.

Again, Dusk found himself too afraid and too polite to ask exactly why and just let them take him places during the day, in order to make his time in Canterlot a little more enjoyable. When he wasn't studying or practicing, they would meet up for coffee, go and see a movie and tour the sculpture gardens, with some requests for him to retell the story of how he had helped to defeat Discord whenever they arrived at his statue and his discovery of the Element of Unity.

It was nice to have friends that he didn't need to feel guilty about hurting…

"… _and I just felt this incredible, wonderful sensation at the announcement of what I was," he told them. "I could feel my hooves leave the floor, an incredible surge of energy flow through my whole body as a bright light consumed me. Then, when it faded and I looked…"_

"_You were the Element of Unity!" finished Mirror. "That really is incredible!"_

"_Like you've already said," muttered Prim._

"_I thought so too. Still, it's not such a big issue, really…" he mumbled modestly._

"_And again, like you keep saying," Prim sighed exasperatedly._

"_Hey, the guy's telling his story," defended Muscles. "He took down the biggest, toughest guy out there. You gotta respect that."_

"_Yeah, but we've heard this story, like, a billion times," she reminded him. "No offense, but it's getting kinda dull."_

"_Sorry, I um…" Dusk lapsed into embarrassed silence and shuffled his hoof._

"_Eh, don't sweat it dude," Muscles assured him, slapping him jovially on the back. "I still think it's pretty rad, what you did to that Discord punk."_

"_Whatever," grumbled Prim._

"_I feel the same way," put in Mirror. "It was really a brave thing, what you did. You saved all of Equestria."_

"_It wasn't just me though," he noted._

"_I know, but you helped," she replied. "Come on, take some credit."_

_Dusk smiled absently. "You sound like my marefriend. She sometimes tells me that I need to try and take pride in the things I do."_

"_That's Solitary Sparkle, right?" Prim snorted derisively. "Who'd have thought that she'd not only wind up with friends, but a coltfriend too. Not that the colt in question is much to speak of," she muttered quietly._

"_Hey, cut the guy some slack!" hissed Muscles. Prim just rolled her eyes and said nothing._

_Ignoring them, Mirror smiled at him. "I think it's really sweet that the two of you are together. You make a cute couple."_

"_Thank you…" His eyes diverted and he sighed at the thought of her._

"_Oh, sorry," she muttered. "It must be hard for you, her not being here. It must be strange."_

"_It is," he admitted. "I keep waking up every morning, expecting to hear her voice and, when I don't…" He kept back the tears that threatened to take over and put on a smile. "Still, life goes on and I'll see her again soon enough."_

"_That's the spirit," she said proudly. "Put on a brave face, like you did with Discord. Just act like you did then and you'll have no problem."_

"_I guess," he replied, his cheeks growing red again._

"_Yeah, it was pretty great what you did, I know," Jock added. "But uh, just so you know, I was acting pretty brave too. Fighting Discord's snake thingies, whatever-they-were-called."_

_Dusk looked unsurely at Jock. "I thought the Paraserpents never went beyond Ponyville."_

"_They didn't," giggled Mirror. "He's just trying to save face because he and Muscles were both prancing around, wearing some of the finest ball gowns whilst Discord was around."_

"_H-h-hey! I thought we agreed not to mention that!" flushed Jock, as did Muscles._

"_I know, I know, but it's still kind of funny," she giggled._

_Even Prim had a small smile tugging at her mouth._

"_It wasn't really their fault though," pointed out Dusk. "They weren't really in control of their actions at the time."_

"_What are you saying?" Jock asked defensively. "You saying I don't know how to control myself?"_

"_I beg your pardon?" asked Dusk, surprised at this sudden outburst._

"_You saying that you're better than me, that it?"_

"_No, no not at all-"_

"_So what are you saying, huh? What are you saying about me?"_

"_I… I'm just saying that um, you know, Discord… it's what he does, making ponies act the opposite of um… how they should be. It's just uh, how he works. You couldn't be blamed for your actions because… you weren't in control, that's all."_

_Jock, while he was still glaring at him, now looked a little bemused from his outburst, as did Dusk. What exactly had prompted that?_

"_Yeah, cool it dude," assured Muscles. "Everypony was acting nuts when that guy broke out, not just you and me. Like, Prim, I remember you just had flowers in your hair and were skipping all over the place, singing that little tune of yours."_

"_Hey, shut up about that!" Prim flushed angrily._

"_Mary had a little lamb," chanted Mirror, now giggling uncontrollably._

"_What about you, doing all of that dancing and singing, dressed up like a clown?" snapped Prim._

"_I know, can you believe it?!" That just made her friend giggle all the more._

_Dusk too, found himself smiling a little bit that, even though they had been acting oddly under the temporary rule of Discord, they could at least laugh about it. Well, Mirror and Muscles could at any rate._

"_Yeah, I guess we all acted a little nuts," Jock admitted. "Sorry about that, dude."_

"_It's fine," assured Dusk, but, for some reason, he didn't feel like he meant it._

"_What about you then?" asked Prim sharply. "How did Discord affect you or does being an Element protect you from that too?"_

"_Yeah, how did Discord get you?" asked Jock, a little eagerly._

_Immediately, Dusk diverted his eyes from them, hearing the laughter echoing in his mind once more, those flashes of the things he'd done coming to the forefront of his thoughts._

"_I uh… I'd rather not talk about it," he mumbled._

"_Why not? We've all said what we did, what gives you the right to hide?" snapped Prim. "Come on, what's the big secret?"_

"_Yeah, be fair Dusk, we all did," added Jock._

"_I… I… just… I don't…" But he didn't know what to say._

_He didn't want to say anything but, at the same time, he didn't want to provoke another hostile reaction. They were, essentially, the only friends he had while he was in Canterlot. He might not know them too well and one of them didn't like him, for some reason, but they were still friends. In a sense, anyway._

_What could he do? What could he say?_

_He was exempted from this by Mirror, who came to his rescue. "Hey guys, drop it. If Dusk doesn't want to say, then that's his business, not ours."_

"_What?! Why? Why does he get to hide it?" demanded Prim._

"_Yeah. Come on, Mirror, that's hardly fair," protested Jock, quite desperately._

"_You know what else isn't fair? Making somepony talk about something he doesn't want to," she retorted. "For some, that time was worse for them than for others. Am I right?"_

_Dusk nodded, silently grateful to her for understanding._

"_What she said," agreed Muscles. "If he doesn't wanna talk about it, that's cool, right?"_

_Jock looked as if he was going to protest but, under the glare of Mirror, he lapsed into embarrassed silence._

"_Why do you keep taking his side?" hissed Prim._

"_What? I'm just saying," defended Muscles._

"_Whatever…" dismissed Prim, diverting her eyes away again. Her mood didn't improve for the rest of the day and left Dusk wondering again why exactly she seemed to despise him so much…_

He let the memory pass. Most times, he usually had a good time with them and they were decent company. It was better than doing nothing at all, at any rate.

But those were just the days. At night, that was when things got interesting. Though she sometimes visited him during the day, either to do a short session or just for small talk, Luna was taking full advantage of the fact that he was now readily available in Canterlot for her convenience. Now, instead of doing two hours of lessons a week, it was several hours every night when they would be training him up to master his magic or rather this particular part of it. The fact it was close to winter just gave them even more time to practice than normal, plus the activity kept them warm against the increasing cold.

Needless to say, Dusk was greatly improving where his spell casting was concerned. He was already starting to hold his shock absorbers for a great amount of time, was able to jump higher with the pink ones and punch harder with the orange ones, could fly for minutes on his colour clouds, maintain shields against prolonged attacks and hold longer sustained bursts of pellet attacks. There would be times when he would forget the limits of his strength, get light-headed and tired and have to cancel the spell he was doing, but that was proving to be his only difficulty so far. He knew he was getting stronger all the time.

He still had his convictions, of course. Every time he swung his hoof at a training dummy, he knew that, one day, he'd have to do that to a real pony. Whenever he was shooting down targets with pellet bursts, he suspected that he would be hearing those targets cry out when he would actually hit them. Of course, it would all be in the name of self defence, never a direct attack because somepony made him angry, but the idea of having to use these in battles, against ponies or against living creatures…

The idea still made him feel a little unsure of himself.

Still, he would rather not be at the mercy of some angry pony who preferred to settle things with hooves rather than words and accepted that it was necessary to fight. He should know, he had been in enough of them himself.

Luna, too, helped to make things easier, telling him always that nopony would think less of him if he had no choice but to resort to violence. She was a great source of comfort, not just in reassuring him for his pacifist views, but in also just making him feel welcome while he was in Canterlot. She always made their lessons enjoyable, their talks easy and their time together memorable. At times, with her new attitude towards having a little more fun, it was easy to forget her royal status and the obvious social barrier that should have existed between them.

There were no barriers where friendship was concerned.

The subject of conversation was still on their lesson, not just on what he'd learned, but also just humorous banter on the subject.

"So, who are you going to have as my new sparring opponent?" he asked her. "Who could ever compare to the dangerous grace in battle that only the Princess of the Night can bring?"

"Yes, I imagine that any other opponent would seem mediocre after battling me," she shrugged. "Possibly one of the royal guards, they are well-trained and should provide a challenge."

"Canterlot's finest," he remarked. "I suppose that shouldn't be too bad for me."

"Don't get too overconfident though. I'm still beating you and I'm just going easy on you."

"Confidence is one thing I rarely possess and every defeat brings wisdom," he countered. "Soon enough, I'll beat you too."

"What's this? My student, can it be possible you are growing an ego?" she asked incredulously.

"Don't be silly, just me believing in the impossible as always."

"That's a relief," she giggled. "Speaking seriously, however, you are coming along very well in your magic recently."

"I'm just doing my best."

"Then it's a good thing your best is exactly that," she replied. "We'll still need some more time before I'm sure you've mastered it completely, but we're getting there."

"Thank you, Luna, that's good to hear." His eyes wandered in the direction of Ponyville and a small pang returned in his stomach.

He remembered himself and returned his attention to Luna. While he was glad to hear that he might be going home sooner than he anticipated, he didn't want to hurt Luna's feelings by seeming too eager to go back to Ponyville.

The Princess, however, didn't miss a trick. "You really miss them, don't you?"

"Well um… yes," he admitted sadly.

"Dusk, there's nothing to be ashamed of. It's perfectly natural that you'd miss your friends and lover," she said understandingly. "I'd feel the same in your position."

He smiled in gratitude at her. "Thanks…"

"It's not necessary, a ruler should always make sure her subjects her happy, a friend that her friends are comforted," she dismissed. "Though, I will miss you as well when you go home. I've gotten used to having you around."

"The feeling is mutual," said Dusk. "I'm glad I'm not without friends here, at least."

"Indeed and, no doubt, you would have been to see your parents at some point," she added. "I assume they live here, since you were born and raised in Canterlot."

"They do and um… no, I uh, haven't been to see them…" he admitted uncomfortably.

"What? Well, why not? I would have surely thought that it would be among the first things that you would do," she questioned.

"You'd think so but… it's just… my parents and I we… we're not terribly… in touch…"

"May I ask why?"

"I'd…. I'd rather not talk about it…"

"But if you-"

"Please? I really don't…" He trailed off, leaving it at that.

He didn't really want to think about that, not when he had enough things to feel bad about already.

"If you wish," conceded Luna, not broaching the subject further and changing it. "Well, have you heard anything from your friends in Ponyville?"

"I get a letter from them every day," he replied brightly. "It seems quite a bit has been going on."

"In what way?"

"Well, big news is that Rainbow Dash has become something of the town hero," he told her. "She's rescued a filly who fell down a well, stopped a baby from falling off a cliff, rescued some pensioners from a collapsing balcony and some others from a rock slide. She's got quite a following."

"I can see why, those are noble deeds indeed." She frowned thoughtfully. "Rainbow Dash… she is the one who's ego is a near match of my nephew Blueblood?"

"She's getting there," answered Dusk, a little amused to see that, even with one of his aunts, the prince wasn't highly thought of. "Why?"

"It doesn't seem to me that she would be in need of more praise than she already receives," she said. "Such a thing isn't the best for a pony, I should know."

Dusk nodded, knowing what she was referring to. "That's the other thing. Apparently, she's really starting to get full of herself. Think of how confident she usually is and times that by a factor of infinity."

"How would you know?"

"Because I've been told it and because she herself sent me a ten-page letter, detailing her heroic deeds, complete with memorabilia and signed photo," he replied. "It was nice for her at first, but the girls and I are thinking that it's gone on too long."

"I see their thinking," agreed Luna. "Signed photo, seriously?"

"Seriously," answered Dusk. "The girls have a plan that involves dressing up as a different superhero and acting modestly to teach her a lesson in it. Rarity's going to start designs for it, as well as making it, tomorrow."

"I see," nodded Luna. "I can imagine you'd want to be in Ponyville to see that."

"Yes, but there's something else too. I haven't mentioned this to them but…" He paused and beckoned her closer.

After he'd told her, Luna had a rather thoughtful look on her face which she didn't elaborate to Dusk. She just told him that it was time to retire and that she had something to think about. Dusk didn't question it, but was pleased their lesson had gone well and fell into a peaceful sleep.

His last thought was of Twilight, wondering what she would be doing tomorrow and what she would be doing in this plan.

* * *

Twilight was accompanying Pinkie, Applejack and Fluttershy on their way to the Carousel Boutique. It was the day that Rarity had said that the costumes she had made for their shared role as the town's new hero would be finished and they were heading over to examine her work and to try them out. Knowing the fashionista, she'd done an excellent job and now it was just to see if the plan would actually work.

"Ooh, I can't wait to try out these costumes!" Pinkie squealed while she bounced along. "This is gonna be so much fun!"

"Remember Pinkie, we gotta save ponies in danger while we're doin' this," reminded Applejack. "It ain't just a game-a dress up."

"I know, but that doesn't mean we can't have some fun with it," said Pinkie brightly.

"Fair enough, ah guess," shrugged the farm pony.

"I'm going to like this, especially since I don't have to be stared at so much and, when I do, I'll be wearing mask, so nopony will know it's me," said Fluttershy happily. "Pinkie is right, this might be kind of fun."

"In addition, it'll help to reduce Rainbow's ego a bit. Celestia knows it's big enough already," remarked Twilight. "I'm just wondering if it'll actually work."

"Whaddya talkin' 'bout?" asked Applejack. "This whole thing was yer idea ta begin with. Why wouldn't it work?"

"It's still a bit of a long shot though, a lot of unknown variables and possible things that could go wrong in the course of events that will follow," answered Twilight, her analytical mind taking over. "We might not actually act in time, there might be no more accidents, we could be ridiculed rather than praised…"

"We're still going along with it though," Pinkie reminded her. "We gotta be doing something right."

"I suppose," she shrugged. "I guess I'm trying to have a little faith." She felt the pang in her chest that she had whenever she thought of Dusk these days.

He'd only been gone a week and Twilight felt like he had been gone for a month, if not a year. It was easy for her to forget at times that he wasn't here. She'd go to ask him to sort out a shelf or look over her shoulder, expecting to see him peering over it, that sweet smile on his face. Then, she'd see that there was nothing there, that he was gone and be reminded that she still wasn't going to see him today or the next day either.

She usually kept herself busy. She still had her studies to do, spells that she needed to practice and reading that she had to catch up on. There was still Spike, always keeping her good company and livening up the library as much he could, sympathising with her when she found herself missing Dusk. Her friends, too, were always a source of comfort and a welcome distraction by taking her out of the library for a bit. Those times, it was easier to enjoy herself and forget for a while that they were one pony short.

But then, something would remind her. The fact that they were one pony short, perhaps a bright colour or the fact the library was just a lot quieter than it should be and she would glance out of the window at Canterlot and wonder if Dusk was thinking of her too.

Twilight ended up worrying over a few things concerning him. What if he wasn't progressing in his studies and he'd need to stay there longer? What if he was really miserable but he didn't want to say so in his letters for fear of worrying her? It would be like him to do something like that. Should she be doing something, going to Canterlot to see him and make sure he was okay? Then, she'd stop her way to the door, calm down and be more rational.

She knew that there was no point in pining over him, that he was in Canterlot and there wasn't a lot that she could do about it. She'd tell herself that he was there for his studies, that it was important and that she'd see him again soon. They'd only been dating for a few weeks, and while they were close, she thought she should be able to focus more without her thoughts straying to him after longer than a minute. She'd berate herself for wasting her time and try to get back to work.

But that always sounded harsh. Of course she missed him. Why wouldn't she?

The others all missed him too, but they knew Twilight missed him the most. As such, they usually picked up when she did have these little moments, like now.

"Now, come on Twah," Applejack said. "Ain't no point in frettin' about the feller. He wouldn't want that."

"I know, I know," she sighed. "But it's just so easy to look and realise he's not here. I just… I miss him."

"We all do, Twilight," said Fluttershy sympathetically. "I know I do… my big brother… but, when I do miss him, I just remember what he'd say to me."

"What's that…?" She predicted what it might be anyway.

"Have faith!" piped up Pinkie. "He'd probably say it a little smarter, but that's what he'd say, I'd bet. He's not the only one who's psychic you know. I can get into his head just as easily."

There's certainly proof of that, Twilight thought to herself.

"Plus, he'd tell ya ta stop worryin' bout him and that ya probably have better things ta worry 'bout," added Applejack. "But, we all do anyway, jus' don' tell him."

"Yeah, you're right," she nodded, feeling a little better. "Sorry guys, that's just me I guess." They all gave her understanding smiles. "He did like the idea, he said so in his letter yesterday, though he is sorry he won't be here to see it. He wishes us all the best of luck and that he believes in all of us."

"Sounds like jus' the sorta thing he'd say," agreed Applejack.

"Now that he's wished us luck, nothing can go wrong." Pinkie suddenly shrieked. "Oh no! I jinxed myself!"

"Don't worry Pinkie," Twilight assured as they neared Rarity's abode. "I'm sure you're right and it'll all be fine."

She felt sure of herself from that sentiment and was positive all would go according to plan… until Rarity opened the door and she saw her face.

"Oh my, are you okay Rarity?" Fluttershy asked.

"Yeah, ya'll look like somepony's come inta yer room an' torn up all yer fancy dresses an' what-not, 'fore spittin' on 'em."

"Ah, girls, no doubt you're here to see my latest ensemble." She pursed her lips and smiled awkwardly. "Yes, I'm afraid there's been a slight… problem with the costumes."

"What kind of problem?" asked Twilight, when they were ushered inside.

"Well, what Applejack said isn't far from the truth," she admitted. "You see, I was so busy designing and making them and they looked simply fabulous, by the way, that I forgot to feed Opal. I was just so caught up in my work, you see. And Opal can get rather, well, tetchy, let's say, when she isn't fed or else being pampered."

"Now why does that sound familiar?" muttered Applejack.

"Yes, so, in return for my neglecting of her," Rarity continued, leading them to her work room, "she was sure to leave me her exact feelings on the matter, taking it out on my wonderful creations and… well…"

Twilight's eyes were wide when she stepped inside and saw the state of it. Four dress forms, one costume for each of them, stood, or were otherwise toppled over, in the middle of the room. Still attached to them, or else dangling or on the floor like strewn confetti, were tatters and remains of purple rubber, bits of boot and cape and hat, all strewn all over the floor, like it had been savaged by an angry animal. And it actually had been.

"Oh no," groaned the purple unicorn, examing one of the pieces. "These were supposed to be ready today."

"I know and I can make more but, until then, Rainbow Dash will be soaking up even more of the spotlight for a while," said Rarity sadly. "I'm sorry about this, girls."

"It's not your fault Rarity," comforted Fluttershy. "It's only a little longer, right?"

"Yeah, jus' depends if ya can stand Rainbow's ego for that long," said Applejack. "Ah was really hopin' we'd be able ta pull it off by taday."

"Me too, but there's not much we can do now," said Twilight. "Rarity, if you can make these again, that'd be-"

"Twitcha twitch!" remarked Pinkie, her tail vibrating suddenly. "Something's gonna be dropping out of the sky… specifically, a hot air balloon just outside of here."

"We might as well go and watch," sighed Twilight. They all exited the Boutique, an apologetic Rarity following behind.

They emerged from the dress shop to see that Pinkie was, as always, uncannily correct. A pink balloon, similar to the one that Pinkie owned, was plummeting out of the sky with a pink mare still inside it, screaming as it shot towards the earth. It looked like the entire top part of the balloon had burst open at the top, allowing all of the hot air to escape and the balloon to fall.

Despite the dangerous situation for the poor mare, Twilight couldn't help but wonder what exactly would cause that kind of damage to a balloon.

Her thoughts were interrupted when she saw Rainbow streak towards the falling basket, albeit in a very casual way, with her forelegs rested on the back of her neck and her eyes closed. Twilight couldn't believe her. Had her arrogance become so great, that she was as casual about saving a life in danger as one would collecting groceries from the market?

More than ever now, she wished that those costumes had been ready for today or at least hadn't met their end to Opal's claws. They could have acted today, shown Rainbow that an important part of being a hero was being modest, humble about their deeds. It was good to be proud of what you did, but she had been taking it to the extreme.

Dusk would understand… she wished he was here.

A shadow flew over her and the crowd, sailing above them in the sky. Suddenly distracted from the events at play, she looked to see where it landed… and stared.

Standing atop one of the roof tops was a pony, but not dressed like any pony she'd ever seen. He, or she thought it was a he, she couldn't really tell, wore a long black trench coat, which she could tell because of the sleeves on his forelegs, which billowed majestically in the breeze. Underneath, she could make out a tight-fitting rubber suit, though this was a midnight blue, with doubled letter S in a circle on the chest. The mask too, which covered his whole face, matched this colour, the eye-pieces being grey. The boots and the hat he wore, a fedora, were also jet-black, practically matching the shadow he cast.

She blinked in surprise and everypony else saw him too. Where had he come from?

He stood there, tall and proud for a second, before bounding effortlessly across the roof tops, barely even touching them before he jumped to the next one. Then, with one final leap, he soared towards the balloon, grabbed the mare in his legs and carried her off, landing back on the ground. Rainbow, who didn't realise what had happened, smacked right into the balloon and went down with it.

Twilight, overcoming her shock, applauded with the rest of the crowd as the pony helped the mare to her hooves. Without even staying to acknowledge the crowd, he galloped to the balloon, took something from it and, swift like the wind, ran out towards the hills.

"Holy turnips, that pony came outta nowhere!" another mare remarked.

"I've never seen such bravery in all my life!" agreed another.

"That's right! Ponyville has a new hero," the Mayor said, looking out at him. "A mysterious pony that arrived as swift and dark as a shadow, before vanishing like a spectre. I dub this new masked hero the 'Shadow Spectre!'"

Everypony all cheered again and Twilight was rather satisfied to see a disgruntled looking Rainbow emerge from the remains of the balloon, glaring after the newly dubbed Shadow Spectre. Looks like she would be learning her lesson after all.

She was discussing the topic at length with the others as to the sudden appearance of the pony, who exactly he was, where he had come from, where he'd gotten that costume (Rarity's most important inquiry) but none of them had any possible answers, just ideas and theories. In the end, they were just glad he showed up when he did.

"It was pretty cool, how he just showed up out of the blue like that and in the blue as well," remarked Spike in the library that night.

"He certainly seemed to show up at the right place, at the right time," agreed Twilight. "Still, I wouldn't mind knowing who he is. He had the same idea we did, but there just seems to one of him."

"Eh, I wouldn't worry about it," Spike dismissed. "If somepony just shows up and does my work for me, I don't complain. You don't look a gift horse in the… no, wait…"

"You would take that attitude, wouldn't you?" she said, though with a fond smile. "I suppose you have a point though."

"Yeah, I've got a few of them," he noted, gesturing to his spikes and yawning. "Well, I'm gonna hit the sack. Night Twilight…"

"Sleep well Spike, I'll be up in a bit," she told him. "I just want to sort out all of these books first."

"Suit yourself." With a shrug and another yawn, Spike headed off upstairs.

While she was putting away the books she'd been using for her studies that day, Twilight found her mind once again drifting to the mysterious pony and his identity. She didn't know what it was, but she just got the feeling from him that, even though he was wearing a mask, he just seemed somehow… familiar.

Dusk would know, if he was here, she thought.

Deciding that she was too tired to speculate any further on the appearance of the stallion, she shrugged and put away the last of the books. She'd consider this more in the morning, when she was well-rested and alert.

Suddenly, all she could see was black. The light had been turned out. Had that been Spike? If so, why wouldn't he say anything? She let her horn glow to provide a source of light, though it was only a pinprick against the dark.

It was probably nothing…

"Very organised, I'm impressed." Twilight jumped at the voice and whirled around, squinting into the dark.

"Who said that?! Who's there?!" she demanded, though she couldn't see anything in the dark.

"Well, quite obviously, I am," the well-spoken voice replied, confident and unfazed, but still with a polite tone. "I apologize for startling you, but my methods demand the secrecy and the security only the darkness can give."

"If you want to get out a book, the library is closed," she replied. "If you want something, come back tomorrow."

"Oh, believe me, as much as I'd like to, I have no intention of partaking in any literature, though I would like to speak to you," he added, like an afterthought.

"Show yourself!" she commanded. "Only a mad pony talks to thin air and you don't wanna make me mad."

"Please, keep your temper miss," the voice replied. "I will reveal myself, but before I do, you must first promise that you will not be alarmed in any way, shape or form. I have no hostile intent, to you or your dragon friend."

Twilight considered this, deciding she might as well. If things went wrong, she could always teleport herself and Spike out and find help.

"Okay then, I promise. Now, show yourself."

"You have kept your end of the bargain, I shall keep mine." With soft hooffalls, so soft she almost didn't hear them, he stepped out of the shadows and into the light she gave.

"You…" she whispered, beholding the pony who had saved the mare that day. "Who are you? What are you doing here?"

Instead of answering her question, he chuckled from beneath his mask.

"Sorry, did I say something funny?" she snapped.

"Apologies, miss," he said, "I simply find it a little strange how you would ask a pony wearing a mask his identity. It renders the question rather moot, don't you think?"

"Not if you tell me, it doesn't," she countered, not in the mood for games.

"Touché, but then that would rid the mask of its _raison d'etre_ and my wearing it equally pointless," he replied lightly. "Though, while we are on the subject of reason, we arrive at the purpose as to my disturbing your rest tonight."

"Yes, I'd rather like to know that as well," she said, watching him warily in case he tried anything. "If you wanted to take out a book, you could have come here during the day, without that silly costume and just ask. You know, like everypony else."

"Well, that's hardly very interesting, is it? And again, it would eliminate the need for secrecy which, for me, is a great need indeed," he said conversationally. "I hope you can understand, Twilight Sparkle."

"How do you know my name?"

"In a settlement as small as this, everypony has a habit of learning their neighbour's names rather quickly," he elaborated. "As such, I know enough about you that I had to come here and to ask for your assistance."

"What, you want me to be your sidekick?"

"Something like that, though not in the act of the actual deeds, I can handle those myself, but more so with the causes of these events."

"How do you mean?"

He was silent for a moment before speaking. "Do you not find it slightly curious Twilight, may I call you that?" She nodded and he continued. "Do you not find it odd how, in a town that is usually so tranquil and peaceful that all of these life-threatening incidents are occurring and with alarming frequency and regularity at that?"

"They're just accidents," she answered.

"Really? A filly falls down a well, which could have been dismissed as an accident. The day after that, a baby almost falls off a cliff, after that those pensioners, then the rock slide, the falling removals truck and today that balloon. I think these are happening far too regularly to be simple accidents, which can mean only one thing."

"Something's causing them…" whispered Twilight. "But how can you be sure?"

"I can't and I might just be seeing dangers where none exist, but I'd rather be completely sure that there is no threat rather than ignore anything about it." He pulled something out of his pocket and gave it to her. "This is from the balloon that fell today. I took it before I left. Can I count on you for your help, Twilight?"

Twilight looked at the piece of balloon and at the Spectre. He had broken into her home, scared her in the dark and had just expected her to help him just like that? He was a pretty bold character, to just assume that she would help him out on a hunch.

Yet… she didn't know why, but even though he wore a mask, she felt inclined to trust him. He might dress strangely, sneak up on her and want to keep his identity secret, but she knew he that he was essentially a good pony, from what she'd seen from his actions. He wanted to do the right thing and help the town, the same thing she and the others had been planning to do.

She nodded in the end. "Okay, I'll have a look at this and see if there's anything unusual."

"I am indebted to you, Twilight," he replied happily. "Simply examine it and inform me of any abnormalities when next we meet, no matter how big or small. If I manage to retrieve any other pieces of evidence, I shall bring those to you too."

"Right," she nodded. He started to move back into the dark. "Wait! How will I find you again?"

Another chuckle from him. "When the time is right, Twilight, I will find you. Oh, and one other thing: don't mention to anypony that you spoke to me. I would prefer it if as few know about this little investigation as possible."

"If I have to," she said, hoping she'd be able to keep this a better secret than last time. "Who else have you come to?"

"Only you. Goodnight, Twilight Sparkle, pleasant dreams." With that, he melted back into the shadows.

She stood staring at where he had been. Only you… why did those words resonate so much in her mind?

Snapping out of her stupor, she rushed over to the lights and flicked them on. But he had already vanished, without a trace…

* * *

Flying high in the skies above Ponyville, Rainbow Dash wasn't happy. Over the past few days, she had plenty of reasons to be happy. She'd been saving all those ponies, she had a big following of ponies who idolized her, she'd been a hero. It was awesome and she had been loving every minute of it. Who wouldn't?

But then he'd shown up and started ruining everything for her, stealing her thunder and her fans, making her look bad. And Rainbow Dash hated to look bad.

The Shadow Spectre… his very name made her want to hit something. It had all started with that balloon yesterday. If she'd just flown a little faster, she would have made it before him. Then, out of nowhere, he'd pranced in and looked like the hero instead of her. Just today, a carriage had been careering out of control down a hill, a carriage she'd almost saved, almost! Then, he'd done it and made her look like an idiot.

She snorted angrily. Just who did that jerk think he was anyway? He could have been nice, just let her do all the saving and do whatever it was he was meant to be doing. But no, he had to have the stupid idea to copy her, he had to go put on a stupid costume and go out of his stupid way to do her job and steal her spotlight! As well as looking bad, Rainbow also hated losing and this stupid stallion was making her lose big time.

Well, she still had the upper hoof. Sure, he'd proven that he could be a hero like her and that he was stronger than her with the carriage today, but there was no way he could be faster than her and he sure as hay hadn't shown that he could fly like her, if he even had wings. Soon enough, she'd show him and the whole town that she still had it, that she was still the hero. That'd show him.

Now, all she needed was a chance to show that off, something to get her title back… but what?

Her answer came to her when she looked down at the sound of a disturbance. At a nearby construction sight, the crane there was swinging around out of control, a large piece of wood on the hook about to fly off. Perfect! This was her chance!

Letting her grin spread onto her face, Rainbow hovered and placed her hooves on her hips boldly.

"Never fear, your friendly neighbour- whoa!" She ducked as the wood sailed over her head and hit the framework of the building they were constructing.

The whole thing shook and started to collapse, raining bricks and pipes and bits of metal down on the construction workers, who started to flee in every direction. Another chance! If she could save them all, she's still prove she was the hero!

"Never fear-!" She was cut off by a piece of wood almost hitting her. No time for catchphrases now! "I'm coming- Hold on- whoa!"

Even with her speed and agility, Rainbow was having difficulty navigating the falling chunks that threatened to smack her head. Even the Spectre wouldn't be able to get through all of this.

"Look!" called one of them.

Speak of the devil, there he was, standing atop the end of the crane. He bounded off and started to lithely weave in and out between falling chunks, occasionally almost getting hit, but he always stayed out of the way. Whenever one was going to hit him, it was like some invisible force pushed it away…

She seethed as he started to rescue workers and carrying them to safety. Stealing her thunder, again! Ooh, he was going to-

Another worker was about to be crushed by a tonne of bricks. This one was hers! She darted forward and had him on her back, just as the bricks hit the ground. She couldn't fly with the worker on her back, but she still worked to gallop him to safety, dodging around debris as she noticed them and the worker called them out.

Then she made it, she actually made it! She felt the elation surge through her as she placed him on the ground, the remainder of the building crashing to the ground behind her. At the sight of it, the stallion fainted.

Ignoring him, she moved to the Spectre who stood with the other workers.

"Well, Shadow Spectre, or should I call you Slow Spectre?" she mocked. "You're gonna have to pick up the pace if you wanna compete with me, 'cause I move like lightning."

"Actually, he saved all of us!" announced another worker. "We owe him our lives!"

Rainbow was struck dumb, staring blankly while the Specter sprinted off, pursued by his latest fans. They should have been her fans!

"Okay. He's strong, fast, and looks like he knows what's gonna happen ahead of time," she summed up, stalking off. "I've gotta step up my game."

Just as she was about to leave, she saw a flash of black out of the corner of her eye. Suspicious, she turned around and saw the hem of a coat move into the seat of the crane. There, she saw the Spectre, who had opened the control point and appeared to be examining the wires.

"Hey, whaddya think you're doing?" she demanded.

He barely even glanced at her, continuing to look at the wires. "Nothing that concerns you."

"Oh yeah? And why is that?" she challenged, getting really ticked off at him now. "What are you trying to hide, huh? Are you the one making this happen, just so you can look like more of a hero than me? Is that it?"

Now, he looked up at her. "I can see that your bloated ego has blinded you to clear thinking, Rainbow Dash. For what reason would I have to cause these incidents?"

"So you can be the hero instead of me! Well, I got here first!" she shouted.

"If I wanted to do this for the praise, I would have not bothered with my apparel and simply pranced around like a peacock, as you have been doing," he countered. "What I do is for the good of everypony, not myself."

"Don't gimme that!" she snapped. "I bet you're loving all the attention, all the cheering and clapping whenever you jump in to save the day! Those should be for me!"

"By Celestia, I expected naivety, but this…" He sighed and shook his head, like she was a child throwing a tantrum. "Know that I do this for the good of all, not just the townsfolk, but for you as well, Rainbow. Soon enough, you will see that I'm right."

"Ooh, I have had it with you!" she growled, raising her hooves. "Let's go. You and me. Right here, right now."

"This is getting out of hoof. I have no wish to fight you, I only came to investigate the state of the electronics in the crane. Now, please, stand aside," he requested politely.

"Oh, you'd like that wouldn't you?!" Without another word, she swung her hoof at him, intending to get him in his thick head.

But he easily dodged around it and her, slipping by and back out of the crane, no doubt intending to run off again. But he wasn't going to get away that easily. She swiped out with her rear leg, the contact enough to make him stumble.

Rounding on him, she brought her hoof around to hit him in the head again. This would teach him to talk like that to her!

But he raised his own and caught it. He raised the other, swung her around and threw her back, making her skid across the ground.

"I said I didn't want to fight you, I didn't say that I wouldn't, if you force me." He bowed his head solemnly. "I apologise, but I really must get going now. Good day, Miss Dash."

"Hey, get back here!"

Before Rainbow could recover herself, he had gone once again, galloping away before she could stop him and vanishing in seconds, leaving Rainbow with only her rage and frustration.

* * *

Twilight was waiting in the library the following evening, waiting for the arrival of her secret contact, in the same part that he had contacted her last time. He'd said that he would be back again today and now all she had to do was wait for him to show.

She hadn't seen the Spectre since he had come to her when he'd first arrived on the scene, with his request to help him in an investigation into possible malicious intent behind the apparent accidents that had been occurring in the town. She'd glimpsed him, after he'd done another act of good for the town before running off or she would find in the evenings something he'd left for her to have a look at to further to investigation, but that was it.

Then, of course, she'd seen him today. She'd been in town when Pinkie's sense had started going off, announcing that the dam built above the town was going to burst. As she had something important to tell him and also because she wanted to see him in action again, she'd galloped off to the dam, teleporting some of the way, in an effort to find him and tell him her news.

Though she had been sceptical about his suspicions at first, now that he had given her the opportunity, she could see that there was some evidence to support it. Though it took some examining on her part, the piece of balloon had three, parallel marks on the edge of the torn bit, small but they were there. Claw marks. Similarly, a chunk of wood that he'd deposited from the carriage had indentations in the structure that were clearly made by teeth, enough to wear down the wood and cause it to break.

This hadn't been enough to narrow it down completely, but then he'd given her some pieces of wire from the crane's mechanisms, as well as a detailed description of the state of the electronics written on a piece of parchment. After doing a little bit more research, she had managed to narrow it down to only one possible creature that would be deliberately causing this much mayhem, not just from the claws and teeth but also the nature of the attacks themselves.

That was when she sought him out at the dam… where he had almost failed to save them. Almost.

But there was something else as well. Even though she had no idea who he was, she had begun to feel drawn to him. Maybe it was the mystery of his identity and origins that he presented, but there was something else too. Something else… that sense of familiarity with him had grown ever stronger than when she'd first met him, even though she was no closer to actually knowing who he was. The way he treated her, addressed her…

She knew him… but how?

She heard a slight rustle from fabric and looked around. "You're here, aren't you?"

"Your powers of perception grow ever stronger," drifted his voice, stepping out of the shadows. "I'm impressed, to say the least."

"I'm just very observant," she said. "Just like how I noticed today how you almost failed to fix the dam."

"Ah yes, that." For once, he didn't sound as sure of himself as he had been. "I regret that my magic is not as powerful as I would like it to be. But I was counting on something more than just my own ability."

"And what was that?"

"Yours, Twilight," he replied simply.

"You… you knew I'd help you?" she whispered disbelievingly. "How could you possibly know that?"

"I didn't know exactly, per se," he admitted. "More of a feeling that you would be there when I needed you."

"You… you performed that deed, which the entire town depended on, on a hunch?!" she asked incredulously.

"Hunch is such a negative term for this sort of thing. I prefer to think of it as a sort of faith, as incredible as that might sound."

"Incredible? It sounds foolish!" she voiced angrily. "How can you possibly act on something like that?"

He cocked his head to one side. "Twilight, let me ask you something: do you know who I am?"

"No, as I recall, that's what you said the mask was for," she snapped. "But that doesn't answer my question."

"It will," he said lightly. "So, you have no inkling as to who I am under this mask. I could be absolutely anypony at all because, from your perspective, my identity is a complete unknown."

"Obviously," she replied, mildly wondering where he was going with this.

"Yet, despite this, you know that I am here to save this town and its citizens, that I am here to do the right thing and make sure they come to no harm. My identity, where I came from, none of it matters because, deep down, you know that I will always strive to do what's right, for this town and everypony who lives in it."

"I… I…" She had no answer to that, because he was right. And again, that sense of familiarity grew… but he was in Canterlot…

"That's what I acted on, at the dam. Fact can only get you so far, one cannot hope to know everything in this world, however hard they might try. But faith… faith never ends and can be seen by all, that's the beauty of it. It was what drove me to put on the mask, even though I didn't know what the consequences might be." Though she couldn't see his face, she could tell that, under the mask, he was smiling. "Not everypony can know something, but everypony can believe in something."

Now, Twilight was smiling too. "You sound like my coltfriend. That's the sort of thing he would say, what he would act on."

"He sounds like an open-minded sort of fellow," nodded the Spectre. "I wouldn't mind meeting him."

"Well maybe, if you tell me who you are, I could take you to meet him. I'm sure he'd like to meet you too," she said with a smile.

He chuckled again. "You'll have to try harder than that to discover me, Twilight." There again, that sense of knowing… it couldn't really be him… could it? "On the subject of discovery, how is our little investigation coming? I trust by now you've uncovered something."

He was changing the subject and she knew she wasn't going to get it out of him now. Might as well do what he came her to do.

"As a matter of fact, I have," she said proudly, levitating a nearby bestiary. "I was coming to find you today and tell you, but it looks like you were right. I did a little digging and referring to those items you gave me and I've come up with one conclusion. This is what's been causing us so much trouble."

She had opened the page to reveal a text and image of a small, imp-like creature. The scaly-looking skin was green, the ears were long and large, the head pointed and narrow. Its legs were short, but the arms were long and gangly, ending in wicked claws. Matching them was the creature's face, with deep-set, yellow eyes and a wide grin, showing rows of pointed teeth and a sadistic mischief and delight as it tore at a piece of machinery frantically, frozen on the page.

"Gremlins," she explained to him. "Little creatures that delight in spreading chaos and mayhem, usually by doing things to put others in danger. They love it, but it does mean that ponies get hurt as a result of their antics, hence why they're considered a menace."

"Quite a malicious little thing, I shall say that much," he nodded. "So, they have been the ones causing all of this havoc?"

"That's right, but there's more. Usually, after they've spread enough chaos, they'll get bored and move on, but not in this case," she said grimly. "Because you and Rainbow have been preventing their antics, they don't like that and have been growing more and more bold in a bid to try and get some kind of fun out of it, hence trying the dam stunt today."

"I see… what can we expect from them?"

"Well, now, they'll conserve their energy for a bit, but it's very likely that now, they'll be so disgruntled and angry because you ruined what they consider to be fun, they'll attack directly, when they think they'll be able to spread the most panic and mayhem."

"That certainly doesn't bode well for us," he agreed. "How many of them are there?"

"It's hard to say, it depends on how intent the group would be on causing mayhem," she told him. "But if you were to beat them in a direct confrontation, it should be that they'll get scared enough that they'll run away and try their luck somewhere else."

He nodded again. "Then, I shall do well to remain on close alert. If this is what will rid this town of these despicable creatures, then I shall do it. That, I promise you."

Resting on a storm cloud in a depression, Rainbow Dash tried to not notice how lonely she was without everypony adoring her, even without her friends.

Things had just gotten worse and worse, as far as Rainbow's reputation as a hero was concerned. There had been no disasters happening that she could save ponies from and she couldn't prove her awesomeness with normal things, like she had been trying to do before. Even trying to open a jar! What kind of levels was she stooping to?

And it was all because of him. The Shadow Spectre. Everypony was talking about him now, all adoring and chasing after him, not her. Even her friends! Nopony now, no matter how sleek she looked, how stylish her mane was, wanted to even know her as a hero anymore. It was all him now, everypony wearing his hat and coat, rather than her mane or her wings. It was all him, it was all his fault!

What was she meant to do now? How could she win them back?

"Hey Rainbow Dash!" She knew that voice. It was Scootaloo, her biggest fan. She hadn't left her!

"I knew it!" She jumped off the cloud and dashed up to her, giving her a noogie. "No need to apologize, squirt. Anypony could make that mistake."

The filly looked confused. "Mistake? What mistake?"

"Wait a minute. Why are you here?" she asked.

"To invite you to join us!" she said, gesturing to her friends, both of whom wore Specter stuff. "We're heading off to the thank you parade for Ponyville's greatest hero, the Shadow Spectre."

"No! No way! Can't you see I- I wanna be alone? I _love_ being alone," she insisted.

"Oh, ok. See you later then." Looking a little disappointed, she turned to rejoin her friends.

"Yeah, _right,_ like I'm gonna thank _him,_" she muttered, putting on a mocking voice. "Thank you, Shadow Spectre, whoever you are, for ruining e- " Then, she remembered she was still on her own. "Hey squirt! Wait up!"

The parade was being held on the edge of town, with everypony gathered out to honour him, banners, balloons and cheers, all for him. Rainbow scowled, the only face in the crowd who wasn't smiling.

"Welcome to Ponyville's first, but surely not last, thank you parade, in honour of our city's greatest hero, the spectacular Shadow Spectre!"

At the mayor's announcement, he burst out of the banner on the stage, accompanied with more cheers and claps. So, not in it for the praise, was he? What a liar! That did it, it was time to end this once and for all.

She flew right up to the stage, right in his face.

"The spectacular Shadow Spectre, huh?" she challenged, with gasps from the crowd. "So what are you hiding? Let's see how spectacular you are without that mask!"

She tried to bite it off, but he moved aside, galloping off towards town. Her wings beating, her anger burning, Rainbow darted after him. He wasn't going to get away, not this time.

She put her all into the chase, using every ounce of her speed to keep pace with him. The Spectre, whoever he was, knew the streets well, occasionally traversing the roof tops or trying to throw her off with a sudden swerve or feint in the wrong direction. Clever, but not quick enough. She wasn't going to miss this chance.

She kept pursuit, but it wasn't easy. Sometimes, it seemed like he was in more than one place at once. She'd be chasing him when he was straight ahead, before seeing something out of the corner of her eye. She'd dart after what she thought she saw, before realising that he'd somehow tricked her and was back on his trail again.

All of this just made her more determined to catch him. He thought he was just going vanish, he could think again.

Was that him? Yes, got him! No, that was a decoy. Where'd he go? There, down that back alley! Wait, was that another decoy? No! Wait… yes, no, wait, no! That was him!

Not after long, her efforts looked to be paying off, despite all his twists and tricks. He was running out of steam. She was closing the distance, he was getting slower. She could feel the elation of impending victory as she zoomed ever closer. She almost had him, just a little further…

Suddenly, he whipped around, held out his hoof and cried, "Stop!"

She screeched to a halt, just managing to avoid crashing into him, before regretting not doing so when she had the chance.

"What's the matter? Finally ready to give up?" she said triumphantly.

"No, I am simply done wasting time on this pointless nonsense," he snapped, panting a little. "I had hoped to lose you, but it seems that you are tenacious as you are egocentric."

"I've had enough out of you! You've been ruining my chance to be a hero, spoiling everything! Well now, I'm finally gonna-!"

"Will you stop centring your thoughts around yourself and listen for a moment?" he snapped. "Now, listen because I don't have much time. The only reason that I was at that celebration today was because the town, and its people, are in very immediate danger from a malicious threat that I must stop."

"What are you-?"

"I was meant to wait and see if they would appear, before sending them back to where they came from, but then you had to lead us both on that merry chase, simply because you couldn't see past your bloated ego, again!" He stamped his hoof down and glared at her. "There might still be time to save them, if we hurry."

"If we-?!"

"Yes, we! Since you are partially responsible for my predicament, you can help me to rectify it," he said sharply. "If you truly are the hero you claim to be, then you put aside your misplaced jealousy and assist me in stopping this menace."

They glared at each other in silence. Finally, Rainbow asked, "The town's really in danger then?"

"Indubitably."

"And you want me to help you?"

"Exactly."

"Okay… just answer me one thing."

"Just one?"

"Yeah." She might as well have this. "Why'd you do it? You could have just told me, I would have stopped it. Why the get-up?"

"Because stopping this threat is not all that I'm concerned about," he replied. "It is quite apparent, to others, especially your friends, that you have been milking being the town hero. You have bragged about your accomplishments, professed your superiority and, quite frankly, it is getting tiresome. I put on my mask in order to demonstrate one thing: it is acceptable to be proud of your accomplishments. It is when you take it too far, as you have been."

Rainbow didn't have any retort or come back to that, because he was right. She had indeed been rather arrogant ever since this hero fad started up. Looking back, she really had been milking the whole thing when she really didn't have to. Her friends, now she thought about it, looked pretty annoyed with her when she was being braggy.

The Spectre was right… but wait, why was she listening to him? Why was she trusting the word of a pony that she didn't even know? Furthermore, if she didn't know him, why did she get the feeling she'd heard somepony talk like that before?

"Hold on a sec, why would you care about-?"

"That was your one question," he interrupted. "Now, are we to stand here and procrastinate or would you rather, as I believe the phrase goes, kick some flank?"

"Fine then, but you'd better be right about this." The Spectre said nothing, as they sprinted back towards the parade.

Rainbow could already feel the triumphant smile on her face when they arrived back to find nothing was wrong. There was nothing here, no danger at all.

"Imminent danger, huh?" she shot at the masked stallion.

"Give it a few seconds…"

"For what?" A pony screamed and Rainbow got her answer.

Leaping down from trees, bursting up through the stage, pushing aside tables and snarling at nearby ponies, about ten little goblin-things swarmed all over the party. They threw food, scratched and swiped at ponies unfortunate enough to be standing close and cackling like mad in high-pitched voices, horrid grins set into their faces.

"Yes, imminent danger," he replied smartly. "Gremlins, to be precise."

"Oh… so you were right?"

"Indeed I was."

"Ah, right…" Rainbow watched the scene of mayhem, and then looked to the Spectre. "So… kick some flank?"

"My thoughts exactly. Ladies first, I believe," he offered with a sweep of his coat.

"All right!" She shot forward, punching two of the gremlins hard in the face and knocking them to the ground. The others stared at her, cackled and charged.

The two of them worked together to take down the horde of little monsters, combining both their skills to be an unstoppable force. Rainbow could hit her targets, hard and fast, no matter how many times they came back, while the Spectre used both magic and hooves, sending foes flying.

It wasn't a complete memory, she remembered little flashes. She grabbed one gremlin, hoisted him into the air and threw him towards the Spectre, who caught him in a levitation spell and threw him into another. One of them jumped onto her back and tried to claw at her, but he was shot off by a magical blast from the Spectre. She returned the favour later, shooting in the middle of some when they tried to overwhelm him and saving his skin.

She may not have liked him all that much at first, but fighting with him now, working together to save the town from the gremlins… she had to admit, this was pretty awesome.

She realised that this was the first time she'd seen the stallion fight and it was quite impressive and, again, she felt she'd seen it before. The way he fought and moved, it wasn't anything skilled or fluid, but it was precise, controlled. Like he knew exactly where to hit them. Like somepony else who fought like that.

Occasionally, she saw something… he looked like he was jumping on clouds that were way too close to the ground. On his hooves, she thought she saw a flash of orange before it vanished…

She just shrugged and punched the gremlin that she had in a headlock.

She also wondered one thing before she just ignored it and went back to hitting them. The gremlins all seemed to have something around their necks, something metal that bleeped a lot. She didn't know what it was, what it was doing and she didn't really care. These things had been threatening her town and her friends. These were just one more thing to smash.

Soon enough, the gremlins had enough. Any that weren't knocked out or beaten scampered away frantically, no longer laughing, but now Rainbow was, waving to them mockingly as they ran. She then turned to the Spectre and grinned broadly at him. They'd done it!

"That was amazing!" called one pony.

"They both worked together to beat those monsters!"

"That was the most awesome thing I've ever seen!"

"Three cheers, for Rainbow Dash and the Shadow Spectre!"

Within seconds, they were both surrounded by fervent admirers and thankful ponies. Rainbow felt the elation she had before, the warmth the admiration and the cheering brought her, just like before. She was going to start claiming how awesome she had been, to get back in the spotlight like she'd hoped.

Then, she looked at the Spectre, who was gazing intently at her. She remembered herself, offered him a smile and looked back to the crowd, settling for waving.

"Aw come on, it was nothing," she insisted. "We both just did what we had to do, right Spectre?" She looked back and gasped in surprise.

"Hey, he's gone!"

"Where'd he go?"

"How does he do that anyway?"

Wow, the guy really didn't want to stick around. But she caught sight of him, a glimpse before he rounded a corner back into town.

Excusing herself from the group, or rather just pushing out of their way and shooting off before they knew what had happened and saying she'd be right back, she darted in the direction he had gone, soon finding him in a darkened alleyway.

"You take the whole shadow thing way too seriously, man," she told him with a small smile.

"I didn't exactly choose the name, you know. You go with what you're given," he replied.

"Fair enough." She frowned at him. "You're not staying, are you?"

"I have no reason to. My work is complete, the gremlins will no longer be a problem and it's time for the shadow to fade away," he said eloquently.

"You really weren't kidding about the whole 'no praise' shtick. Reminds me of somepony I know," she said. "Come on, stay a while. Take a little credit for yourself, you've earned it. You don't have to take off the mask."

"Thank you for the offer, but there are places that I must be." He bowed his again. "Allow me to apologise for any insults that I have offered you. I didn't mean any of them."

"Don't sweat it, I probably needed to hear some of it," she shrugged. "Sorry for being such a thick head, I guess."

"Think nothing of it," he dismissed. "In all honesty, you were quite spectacular in your actions."

"I know, but you were too and I don't often admit that." She punched his leg lightly. "You're all right by me, Spectre."

He winced a little from the contact. "I appreciate the sentiment, Miss Dash, to be sure."

"Hey, since you're retiring or whatever, how about showing me who you really are?" she prompted. "Come on, just for me? You owe me for helping you out."

"Techinally, since you were repaying me for almost tarnishing my plan in the first place, I wouldn't think so." He gestured to his mask. "This is one secret that I shall be keeping. Still, you've proven your determination for a goal, at any rate. You work it out."

"Bring it on!" She watched him bound back up to the roof tops and saluted him. "So long, Shadow Spectre!"

He returned the gesture with a sweep of his hat and a bow. "And to you too, Rainbow Dash! Until next we meet!"

She looked off at the spot where he'd run off, allowed herself a little laugh and returned to the celebration.

* * *

Everypony said that he had gone. They said that, now the danger had past, that he had hung up his hat and his coat and returned to being a normal citizen, never claiming the praise and thanks that so many wanted to offer him. They said the Shadow Spectre had left town and most believed it.

But not Twilight Sparkle, who was waiting again in the same wing of the library for one, last meeting with the masked pony. Even during the celebration that they'd had after the gremlins had been chased off, she had a feeling that he was still in the town somewhere, just waiting for this moment. She didn't know what it was.

Maybe it was faith, like he said.

She waited, to see if she was right and her suspicions would be confirmed. She was. He stepped out of the shadow, still dressed in his costume, but seeming a lot more relaxed now.

"How did you know I would come?" he asked.

"I didn't," she replied. "That was some good work, beating off those gremlins."

"There's no glory to be found it battle, nor praise to be gained from a fight," he said. "I simply did what I had to, nothing more."

"Even so, everypony thinks you're a hero, for what you and Rainbow Dash did."

"Ponies think a lot of things, especially when it's noticeable," he mused. "But, once it leaves, they'll stop thinking about it and eventually forget it even existed. Just as how it should be."

"I don't think anypony will forget about you very soon," she noted. "You're leaving then?"

"I am. My work here is done and the town is safe. I am content with that and I do have a life beyond this mask," he said lightly. "I really must be getting back to it, this vigilante business has been eating into my schedule."

"I can certainly understand that," giggled Twilight.

"I just came to thank you for your assistance, Twilight." He bowed his head respectfully. "It was invaluable and I couldn't have managed it without you."

"It was my pleasure, I'm glad I helped," she said humbly.

"There is, however, one last thing I might ask of you." He levitated an object to her, a metal ring, large enough to fit around a neck. "The gremlins all appeared to be wearing these. Most of them were damaged in the battle, this was the only one that was relatively intact."

"I'll have a look at it too, if that's what you're asking," she assured him.

"Thank you again. I don't want to seem presumptuous, but I believe this may have been more than just a random attack."

"Are you always this paranoid?"

"Just being cautious," he said, though she could hear the smile in his voice.

Now, for something that she hoped would confirm her thoughts on a particular matter. It still seemed unlikely, but she had to know.

"I just want to know something: why me?" she asked. "You could have chosen anypony to help you in your investigation, but you chose me. Why?"

He was silent for a long time before answering, "I think you know that already, Miss Sparkle. Farewell…"

That proved it. The way he said that, the inflections in his voice. It might sound differently for some reason, but it had to be him.

"Hold on." He paused and she approached closer. "You never gave anypony the chance to thank you, for what you had done."

"I don't need thanks for doing what I had to."

"You would say something like that." She was right in front of him now, but he didn't move away. "At least let me show you how grateful I am."

"But… how…?" His voice had lost its confident tone now. It even sounded like him… but was it?

Twilight didn't reply, at least not with words. She reached up slowly, lifted up his mask, just enough to expose his mouth, though she couldn't see the fur colour in the dark. But it had to be him. Closing her eyes, she leaned forward and pressed her lips against his.

The surge that shot through her, the way he kissed her and briefly held her… it was him. Even when his lips left hers and she opened her eyes to see that he had gone once again, Twilight still smiled and whispered into the dark.

"Thank you, Dusk."

* * *

Hm, gremlins attack and it may not be an accident… interesting stuff, eh? By the way, reasons for why are going to be explained next chapter.

Next time, Dusk tries to find the perfect gift for Twilight, whilst also settling some ponies who have a few… issues, with him.


	13. The Perfect Gift

**The Perfect Gift**

"A fine tale, my student," Luna remarked, when Dusk had finished telling her about his time as the masked vigilante, the Shadow Spectre back in Ponyville. "Deeds to be proud of and results to admire."

"Thank you, Princess," Dusk said, with an incline of his head. "Though I couldn't have managed it without your help."

"I was happy to do it," she said. "Such a thing seemed like an excellent opportunity for you to test your skills and I would say that you passed with flying colours, if you'll pardon the pun."

"Thank you again, Luna. In a way, it was quite enjoyable, not to mention fulfilling, even though it was sort of cheating," he noted. "Those enchantments you put on my costume gave me an added advantage, not to mention it helped conceal my identity better by altering my voice."

"They were just powerful enough to give you an added edge," she told him. "The rest was all down to your abilities and thinking, both of which seemed flawless."

"Not entirely," he admitted. "Now, I have to get used to my own limits again without the suit enhancing my magic, speed and strength."

"All in good time, my student, that's why you're here," she reminded him. "You managed to stay hidden then, I take it."

"Staying unnoticed was always a talent of mine to begin with, though again your spells did help," he added. "Enough for me to stay hidden, watch Pinkie for any imminent disasters and proceed there if she started shaking."

"A useful ability in that pony, even if she can be a little… erratic," phrased Luna, with a small smile. "It was just a good thing nopony came to your home while you were hiding there."

"They wouldn't have, everypony knew that I was here anyway," dismissed Dusk. "Besides, if they had come looking, I would have been able to vanish and slip away."

"Be careful Dusk, you're growing confident in your abilities again," she warned jokingly.

"I know, there's obviously something wrong with me." He looked up at the Princess. "Didn't you say that you'd be teaching me shadow magic in these lessons at some point?"

"I said I would teach you many things, but yes those are included," she nodded. "Don't get ahead of yourself though. We still have your current abilities to master before we move on to that and even then, it's quite advanced."

"I'll bear that in mind." He might as well ask this next. "Do you think that… I've almost got it?"

"You had it from the beginning, the trick was teaching you to keep a hold of it." She smiled down at him. "But yes, you've almost reached the acceptable level. The remainder of this week and the next shall determine that and then, you can return to Ponyville."

"Totalling my time here to three weeks," summarised Dusk. "Wow, that really didn't take very long."

"For one who's had to stay far away from his friends, I'm certain those three weeks would seem a lot longer," sympathised Luna. "I know it must be difficult for you, staying so far away from those closest to you."

Even though they'd been getting to know each other for some time now, Dusk was still amazed at how well Luna actually knew him. Perhaps it was because they shared a lot of things that didn't just have to do with personal interests.

"I've liked being with you, but yes, it has," admitted Dusk. "Even if I did see them again when I was the Spectre, I… I still couldn't talk to them. Not all of them, anyway."

Luna raised an eyebrow. "So, you didn't talk to any of them?"

"Well… only one, maybe two, but that's it."

"Acceptable then, as long as you kept your identity secret." She saw the look on Dusk's face. "You didn't, did you?"

"Well… for the most part…"

"Who was it? Who did you tell?"

"I… I… uh…"

"It was Twilight Sparkle, wasn't it?"

"Technically, I didn't tell her. She just, sort of… figured it out…"

"Then it's hardly a secret identity, was it?" She shook her head and laughed. "Clearly, deception still doesn't come easily to you Dusk."

"It was fine when I was wearing a mask!" he defended. "She just managed to deduce it…"

"I suppose, of all the ponies that would, she would," admitted Luna. "I can hardly blame you for having some contact then."

"Besides, it was only for the purpose of the investigation," reminded Dusk. "I thought it might be a pony causing those incidents and, if he did discover me investigating, he might try to hurt the others."

"A sound plan. Gremlins are certainly malicious creatures and it's likely they might have done that anyway." She smiled proudly at him. "I am pleased that you managed to chase them off and save your home."

"I have to admit, as much as I don't like fighting, it was somewhat satisfying to see them off like that." He looked out to Ponyville in the distance. "If they know what's good for them, they won't be coming back anytime soon."

"Indeed. It was just fortunate that there was nothing else behind it."

Dusk was glad that she didn't see him shift uncomfortably on his hooves. He hadn't mentioned to her about the neck braces that the gremlins had been wearing in the battle. Until he actually knew what they were, he thought it better to keep that to himself, until the time was right.

He still wondered exactly what they were, what their purpose was and who might have attached them. He had a slight suspicion that it might be the same pony he thought he'd glimpsed back at Ghastly Gorge when it had collapsed. He still had no idea who that was either. He had a hunch, but no real way of proving it.

He was brought out of his thoughts when Luna addressed him again.

"Right, I think I have kept you from your sleep long enough, my student," she said kindly. "Since you have been putting your skills to use so much recently and have performed so admirably, I think you can be excused from your lesson tonight."

"I'm grateful, I could do with a rest. Getting back here by riding on top of a train certainly isn't easy." He yawned and the Princess let him hug her. "Good night, Luna."

"The same to you, Dusk and know I keep vigil over the night. By the way," she added on his way out, "in the morning, I hope your search goes well."

"Thank you, I do too," he nodded. Too tired to think of anything else in great detail, he left for his room and fell asleep almost instantly.

* * *

The following day, Dusk was out in the streets of Canterlot, thinking his hardest while also glancing in through shop windows. He would stand there for a few minutes, shake his head after a while and then move on. This was a process he had been repeating for about an hour, ever since he'd started out and so far, he hadn't come any closer to finding any solution.

To anypony else, he might just look like an indecisive shopper and, in a way, he was. A little detail that he had been keeping in his head ever since he'd arrived here was an event that would be happening next weekend, Saturday next week in fact. It was Twilight's birthday and he was now looking around the various stores to find her a present.

Luna, again thanks to his efforts as the Shadow Spectre, had given him the morning off for study and practice, something he was very grateful for. He'd been managing well enough in his sessions anyway, mastering the magic she'd been teaching him, so he felt as she did that some time off from reading various magical tomes was in order. She'd mentioned about his sparring partner and that they would be starting those sessions tomorrow instead.

Dusk was thankful for that too, for he hadn't really been looking forward to that anyway, quite the opposite for obvious reasons.

He had been racking his brains for a while now to find something. He knew her interests well, what sort of coltfriend, or indeed friend, wouldn't. Yet still he was finding this difficult. As her coltfriend, he wanted to get her something that was really special and unique, something that would distinctive enough that she knew only he could have got that for her. The others could get her something normal, but he wanted to get her something special.

So far though, his efforts had been in vain. He didn't want to get her a book, she had plenty of those at the library. Food was also out because it was only really special when somepony made it themselves and Dusk didn't really know a lot about cooking. He might end up making more of a mess than a culinary delight. Jewellery was tempting, but the prices he'd seen had definitely ruled that out. He could make her something, but fell into the same realm as cooking in that he wasn't very good at it.

Practically giving up now from lack of results, he made his way to the gardens, where he could clear his head and think properly for a moment. What could he do then? None of what he could think of seemed in anyway special enough to rank up as the perfect gift for Twilight. Jewellery seemed like the only thing that came close to what he was looking for, but he didn't have the money to afford it and he didn't really want to ask anypony for extra funds. Perhaps if he just sat here and thought for a little bit, a solution would present itself.

He did, however, find it hard to concentrate with a strange sound that kept buzzing in his ears. What was that anyway? It sounded like whistling… and was that a violin in there too? What's more, why did he get the feeling he'd heard it before? He followed the sound throughout the garden, soon coming to a secluded glade and the origin of the music.

It was indeed being played by a violin and the player was a tall, blue Pegasus pony, taller than most he had ever seen. He was the same height as Princess Luna and the wings just as large, but that was where the similarities ended. His tail was long and flowing and his mane was done in a sort of windswept look, both of which matched his sky-blue fur. His cutie mark, of course, was of a violin and what looked like a gust of wind, with random musical notes decorating around it.

This, however, wasn't the thing that grabbed his attention. He knew where the violin sounds were coming from, but he was still trying to decipher the origin of the whistling, when he noticed that his wings were spread out, even though he wasn't in flight. Not only did he have more feathers than the average Pegasus, but he noted that they seemed to be… moving in the wind, either individually or in little groups. Whenever the wind blew through them, they would do this and this appeared to be the origin of the whistles.

Before Dusk could ponder further, the Pegasus stopped and looked at his instrument. "Hm, still out of tune," he remarked quietly, adjusting the strings. "That should be a little better. What do you think?"

Dusk was startled when the pegasus glanced back and smiled. He was talking to him, how had he known that he was here? Clearly, he had come here so he couldn't be disturbed and Dusk had ruined that. Perhaps he could still slip away.

"Didn't you parents ever tell you that it's impolite to remain silent when being addressed?" he asked lightly, still with a smile. "Come on out, so I can see you."

There was no point in trying to leave now. Seeing as how he didn't want to appear anymore rude, Dusk stepped out of the bush as the stallion turned to face him.

His smile became even more pleasant once he saw him. "See, that wasn't so difficult, was it?"

"I um… I'm sorry I… disturbed you," mumbled Dusk.

"Think nothing of it, I usually play better to an audience anyway, even if it is an audience of one," he replied. "Did you like my serenade?"

"Yes it was… very well played," affirmed Dusk, relieved that he didn't appear angry. "You really live up to your talent."

"You're very kind to say so but, then again, don't we all live up to what we were born to do?" he mused. "Yours does seem like an interesting one, to say the least."

"I um… certainly agree with you there." Something was still nagging at Dusk's thoughts. "Forgive me for asking, sir, but… have we met before? I feel like I know you from somewhere…"

"I forgive you, as that's a question I hear very frequently, as often as my name actually and here's an answer I usually give," he said rather cryptically. "We have met, yes, but not directly I feel, Mr Noir."

"How… how do you…?"

"Come now, Dusk, with the reputation that you have, is it not surprising that a fellow celebrity might know your name?"

Dusk decided not ask about the celebrity bit, as the word made him flush significantly. "I suppose, you know, being an Element… I should expect that but uh… it's still strange when… you know…"

"When a pony you've never even met before knows your name and everything else about you, though you've never given them so much as a hello?" How uncanny that he seemed to know exactly what he was thinking.

"Well, yes," he nodded. "It doesn't happen too much but, when it does…"

"I understand perfectly," he said sympathetically. "I admit I've had it so many times, I'm rather used to it. Still, you have made it quite refreshing for me in that you haven't run up to me, screaming as if you're on fire and sounding my name like a siren."

"So… you're famous then?" Dusk asked, rather stupidly, now trying to place him.

"Famous enough to play at your little celebration, yes," he replied. "You did seem to be quite a flush yourself throughout, from what I could tell from the stage."

Like a lightning bolt, Dusk's memory was jogged in that instant. "Yes, I remember now! You were on the stage at the celebration, playing your violin with that DJ pony!"

"Ah, there we go," he remarked. "Glad to see that you remember me and my musical partner, yet I can't help but notice you still haven't mentioned my name yet."

But Dusk wasn't so ignorant now. It was coming back now, images of record covers, a name on an orchestra list and appearing on posters advertising his performances. He still couldn't believe that he hadn't guessed this before, for he had seen a bit of him at times.

"You're Frequency Stream!" he declared. "One of the best known musical players in Canterlot!"

"And you are Dusk Noir, the Seventh Element of Harmony, Unity. At last, we are acquainted," he said, holding out a hoof to shake. "A pleasure to meet you, Dusk."

"Likewise, Frequency," returned Dusk, shaking the hoof of the tall Pegasus. "I'm a little ashamed I didn't recognise you there, for a bit."

"Don't worry, like I said, it's a refreshing change," he dismissed. "I take it that you do know me by my reputation then?"

"Yes, my mother owns a few of your records, a few originals too," he noted. "You're very unique, in that you can make that whistling noise with your wings when the wind blows through them, as well as being very talented with a violin."

"A very unique feature indeed," he nodded. "Even though the sad thing is that, due to the condition that allows me to do that…"

"You can't fly," Dusk finished. "That must be hard for you."

"Yes, it is rather… so, you mentioned about your mother?" he asked, changing the subject.

Clearly, something he didn't want to talk about. A Pegasus's wings were their pride, as unicorns had their magic and not being able to perform that must be difficult. He decided not to broach further on that, as Frequency certainly didn't.

"She plays the violin too, part of a small classical music group and she does like listening to your work. Chord Noir?"

"I don't believe I've ever had the pleasure of meeting her," he said regrettably. "I'm always happy to meet another purveyor of the musical arts though."

"I'm sure she'd love to meet you, I'll have to mention it next time I… see her…" He trailed off at this, uncomfortable feelings returning at the thought of her.

"Something the matter?" enquired Frequency. "You seem a little down."

"It's… it's nothing," muttered Dusk. "Just um… I only ever really heard about you from her, whenever she was listening to your music. I never really… listened to it myself."

The stallion raised an eyebrow. "May I inquire as to why?"

"I was… younger at the time and I thought it was a little… um…"

"Yes, go on," he prompted kindly.

Just uh… I found it… dull," he mumbled, hoping he hadn't offended him.

Frequency, however, just chuckled. "Yes, I would expect that she only ever bought my more classical pieces. Perhaps you would prefer something a little more… up beat? One that I think would be suited to your choice of headwear."

Picking up the bow in his left hoof and raising the instrument in the other, he set the bow on the strings, spread his wings and began to play out a very rapid, but very catchy beat that Dusk actually recognised and was bobbing his head and tapping his hoof to a few seconds into it. The added whistling that his wings made only added to the harmony of the music, sheer perfection to the ears.

More remarkable than the music itself was how Frequency played it. He didn't just remain still, he moved and danced with the rhythm of the song, sliding around on the grass and even jumping, while still managing to perfectly play it. He moved the bow with expert grace along the strings, the same kind of mastery he would expect to see from a painter with a brush on a canvas. He was an artist, in his element, knowing exactly what he was doing and how to do it with style and grace.

That was truly amazing.

After a minute, the music had finished, Frequency took a bow and Dusk applauded.

"Thank you, thank you, you're too kind."

"Brilliant playing, fantastic!" praised Dusk, a thought suddenly occurring to him. "But… that looks like a normal violin. I thought you played an electric variant."

"I do, but I can't exactly wheel out amplifiers when I'm out here, especially when I just want to have some time to myself. This is just one I borrowed for a little bit," he explained. "I still prefer mine though."

Dusk nodded in understanding. "I would imagine so. It must be hard for you to have time alone, considering your reputation."

"Rather," he agreed. "This is the only place I can really come when I want a little peace. Only the gardener knows me here. It would be nice, if I could go somewhere ponies wouldn't really know me like they do here. Just to have a little more time to be known as Frequency the Pegasus, not Frequency the famous musician."

"Why don't you then?"

"I was actually considering moving to Ponyville, the settlement near here, but I'm not entirely sure," he mentioned. "I hear that's where you're currently living. Would you say that's a good choice?"

"The best one you could hope to make," said Dusk instantly. "It's peaceful, for the most part, quiet, friendly and I don't think many ponies would know you there. It would be the perfect place for you."

"Is that so?" He smiled thoughtfully. "Then I shall definitely be certain to take that into account. Thank you for that."

"My pleasure, I couldn't imagine any better place to live," he told him with complete honesty.

"I don't doubt that." He turned his thoughtful look to Dusk. "So, I'm out here to have some time alone with my thoughts. Can I assume that this is the same reason that you're here, my young friend?"

"It is," nodded Dusk. "But… you don't want to hear about that."

"Nonsense. You've helped me with my problem, I think that it's only fair that I give you a hoof with yours." He made a friendly gesture and broadened his smile. "Come, tell me what's on your mind."

"Well…" Dusk remembered that, whenever he did seem to have a problem, a new pony he met had often given him a solution. Perhaps he would have something too. "I've been trying to find a gift for my marefriend, it's her birthday next weekend, but I'm having trouble deciding exactly what."

"I see," he replied. "You want it to be something special, don't you?"

"Exactly, but I don't what it could be or if I could even afford it," he admitted. "I'm at a bit of a loss…"

"I'm sorry to hear that. I'm also sorry to say that, since I don't really know the mare in question, I'm afraid I would be poor as to advise on a possible gift," he said solemnly.

"Really? Nothing?" Dusk asked.

"Well, it would have to be something personal to both of you and something you'd both appreciate. You mentioned a DJ pony that played at your celebration with me?" Dusk nodded in response. "Her name is Vinyl Scratch, better known as DJ PON-3 and I remember, for her birthday, I composed an original piece of music for her, as I wanted to get her something special."

"That was good of you, though… I'm not musically talented," sighed Dusk. "Is she your marefriend then?"

"No. At least, not yet," he corrected, a small blush in his cheeks. "But still, I only knew what to get her because I knew her and it was something we'd both appreciate. Since I don't know…?"

"Twilight Sparkle," supplied Dusk.

"Ah yes, the Element of Magic." He gave a small laugh. "Well, apart from that, I don't know her, so my advice would be to simply keep trying."

"Okay… thanks anyway." So much for that hope then, thought Dusk. "I suppose I'd better get back to it. Thanks for your time, Frequency. It was good meeting you."

"You too Dusk, sorry I couldn't be of more help," he said sincerely. "I hope you do find her something."

"I do too." He started to leave, tipping his hat. "Happy playing."

"Good hunting," he returned. "I'm sure there are other friends you could ask instead. They might have a better solution."

"Yeah… wait…" The gears in Dusk's head started turning again. "Other friends I could… yes, that's it! Thank you Frequency!"

"Your… perfectly welcome," he answered unsurely. "Have you an idea?"

"The beginnings of one, but I need to go. Thanks again!" he called, galloping off, leaving a no doubt confused musician in his wake.

He kept this quick pace, dashing through the streets of Canterlot, not really minding that a few of the elite were staring after him as he ran, wondering aloud where he could be going in such a hurry or muttering about 'young ruffians' under their breaths. He could worry about that later, if he even needed to, but right now he had a mission and a destination.

The girls obviously weren't here and the letters that he sent to Ponyville only went to the library, so he couldn't risk Twilight finding out that he was having difficulties finding her a gift. He didn't want her to think less of him for that, so it ruled out asking them, though he still preferred to get this from a female perspective, as he thought that would be a better of source of information. There were, of course, only two ponies he knew answered to that in Canterlot.

How ironic the possible solution might be in the place he had left this morning

He soon arrived back at the gates of Celestia's School and slowed down a little, still keeping at a gentle jog. A few pupils appeared to recognise him as he went, calling his name and waving or smiling at him, something he felt a little uncomfortable with all of the attention. A few mares also seemed to be giving him flirtatious looks and winks, which only made him blush further.

Dusk did his best to return friendly greetings with some of his own, but in the end resorted to practically sneaking around to avoid being seen, in case things got out of hoof. He recalled when Mirror had told him where their dorm was located which, coincidently, wasn't too far away from his old one, so he knew where he was going.

He ended up lingering outside the door to his old dorm for a little bit. It would have been nice if he could still have it, but he knew that somepony else was occupying it and it wouldn't have been fair to kick them out for nostalgia's sake. Not that he had too many happy memories from the time that dorm used to be his anyway…

He moved on to the door to Mirror and Prim's, hoping that the former rather than the latter was here. His hopes went unfulfilled, when after he knocked, he was met by the dark pink, red-maned mare he really didn't want to see.

"Oh, you," she noted harshly, like he was some sort of detestable beast. "What do you want?"

"Good afternoon, Prim," he said, deciding to still be polite. "Is um, Mirror here?"

"No, she isn't," she snapped. "She's doing some research in the library for a project. You know, the place _you_ always used to hang around at?"

"Yes," he said, not sure how to respond to that. "Um… what project is that?"

"Why do you care?" she demanded. "It's nothing to do with you, is it? Is it?"

"No, I just-"

"Thought not, so don't butt into another pony's business," she warned. "Especially when you're not wanted."

"Duly… noted," replied Dusk, in an equally cold tone now, determined not to let her get to him. "I suppose I can find her later…"

This only seemed to aggravate her further. "What? Am I not good enough to ask for help, not smart enough is that it?"

"Not at all," he said calmly. "I simply wanted to talk to somepony who might give me a… lighter reception."

"What's that supposed to mean? You mean you want somepony else to treat you like you're something special, is that it?" she challenged.

"No, but I wouldn't mind talking to somepony who might be a little more… friendly, at least."

"I think I've got more friends than you could ever hope to have," she retorted. "At least, more than you used to have, loner boy."

Dusk had had enough. He'd put up with her long enough, her snide attitude that she had towards him, the hostility that she had from the moment he'd first met her and he'd tried his best to ignore it. Now, it was time to confront it.

"Prim, if I um, may ask, what is it that I've ever um… done to you that permits you to be, uh… rude to me?" he asked.

"What's it to you?" she demanded. "It's a free country. I don't need to explain myself to you."

"I feel that you do, considering you seem to um… treat me like I've committed some… sort of horrific crime against you," he countered. "I've been patient so far but now um, I just want to know… why."

"You want to know, do you?" she hissed. "Fine, here it is: you should have stayed where you belong."

"What does that… mean, exactly?"

"You were right where you needed to be, in the library, alone, away from everypony else, like your little marefriend, Solitude Sparkle. That's the way it should have been. Then, you had to creep out of your hidey hole and try to make a name for yourself or whatever and, for whatever reason, it worked. Now, everypony talks about you both like you're the greatest things ever and, you know what? I don't see it. What's so special about you? What's so special about either of you that makes you so much better than the rest of us? Do you even care about the rest of us, really? Or do you just like having us around cause we're all meant to think you're so great?"

"What…? Of course I care," he responded, but she wasn't finished.

"That's what I'd expect you to say, but I just wonder how much of that is true. All your little friends you have, including my best friend, do you like having them around because you really like them or because of how good they make you feel, when they tell you how great they think you are? You can put on your little mumbling and stuttering, but I know it's just an act. You hang around with us just because we make you feel better about yourself… and that's just pathetic."

Her words stung him, more than he could have imagined. While he was uncomfortable accepting praise, Dusk couldn't deny that it did make him feel a little good inside, whenever his friends complimented on something he did or an idea that he had. He could try to deny it, but perhaps there was some truth to it… and that truth made him feel awful.

Those memories that plagued him, the laughter he always heard echoing in his head whenever he least expected it. Was this really the reason why he kept them hidden? His ego?

But then he remembered something else. Prim barely knew him and she certainly didn't know about what he'd been through just to actually have and keep his friends, what he was still going through. He loved them, cared about them more than anything in the world and he knew that they felt the same for him, faults and all, even if they didn't know the biggest one. He'd doubted his friends before and she wasn't going to make him do so again.

"Believe what you like, Prim," he replied. "if that's how you see me then… I'm sorry, but I'm not going to change your mind. I'm not here for myself, I'm here for Twilight. I would have preferred to ask Mirror for help, but if you can feel inclined to help me then fine."

"Figured you might be useless at something like that," she sneered. "So, you really need my help then?"

"If you can."

"And why would I want to do that?"

"Because… I feel that you, or somepony else, might be able to, especially if it's a chance to prove how… right you are," he said, trying to play to that side of her.

"Yeah, not so great now, are you?" she asked mockingly. "If you're asking me for help, it must be bad."

"It is," agreed Dusk, not being serious but knowing he had to ensure her cooperation and knowing he might have a chance to prove that she was wrong about him. "So, will you help me?"

She chewed her lip for a bit, thinking that she was keeping him in desperate suspense. In a way, she was, so he wasn't being entirely false. Lying still wasn't his strong suit though and he hoped that she wouldn't uncover that.

Luckily, she didn't. "I guess I could help. What is it then?"

"I want to find a special gift for Twilight for her birthday, but I can't decide exactly as to what. It needs to be precious, something she'd like and I don't know if I could afford any kind of jewellery that would fit into that."

"Lying cheapskate," she muttered. "That just proves my point."

"I suppose so, but can you help?" he asked, losing patience with her.

"Fine, I suppose if you want to find something for her that would special without you spending any of your precious money, which is obviously more important to you, there is one thing that might fit that."

"Which is?" he asked sceptically.

"You ever heard of the caves under Canterlot?"

"I have. Old mining complexes, used by unicorns in the early days of Equestria to excavate the precious stones. Once the princesses came to power and the sects unified, they abandoned them when they realised friendship was far more precious than any gem and rightly so-"

"I didn't ask for a lecture, I asked if you knew about them," she snapped. "Well, legend has it that there's a gem that's only found deep in those caves, said to be more precious and more beautiful than any other jewel."

Dusk's memory was reminded at this mention in a passage he once read. Such a gem was meant to have existed, the rarest of its kind, that formed the shape of a love heart and that unicorns used to hunt for most ferociously. They'd give it as the ultimate sign of affection to their special somepony and they gave a whole chest full of them to members of the other sects once the unification was made.

"Wait… you mean a Lover's Diamond?" he asked.

"I suppose if there's one thing you're good at, it's reading dusty books," she remarked. "Yeah, a Lover's Diamond. There's still meant to be some down there but, of course, most ponies have forgot about those caves, so they never went looking for any after that. I bet you'd be able to find one, if you looked hard enough."

"Interesting idea… thank you," he said absently to her.

"Oh come on, like you're actually gonna go looking for it." She glared at him contemptuously. "Don't even bother lying to me, because it's just as pathetic as you are."

She slammed the door in his face, though Dusk was glad that the exchange was over. He now had a better idea and something to think about. He could deal with Prim later if he had to, but right now he had this to focus on. He made his way back outside, sat down under a nearby tree next to a small lake, where the sun made the water glisten in the light and pressed his chin to his hoof in thought.

A Lover's Diamond… they were rare, they were precious but they definitely existed. He'd seen one in the window of a jewellery store in the form of a necklace, the highest priced one there. It was historically recorded that they had only ever been found in those caverns, but most ponies either didn't know about the caverns anymore or were too afraid to go searching it, with stories of monsters and things hiding in the dark.

Dusk knew that it would be special, the perfect thing for Twilight. As she had some knowledge of Equestria's history as he did, she'd definitely appreciate what such a thing would mean and now he knew where to get one, if he could find it. They were distinctive though, even if they were rare. But… it could be dangerous down in those caverns, they'd been abandoned with good reason. Was it worth putting his life in danger for the sake of a jewel?

In the end, though he was scared, Dusk also had a lot to be confident of. He'd been to other dangerous places before and while he certainly hadn't come out unscathed, he'd proven that he could brave the darkness and the fear if it was for something important. Getting something special for Twilight ranked up there and he would do it for her. He'd grown a lot stronger and wiser since those days. As long as he was careful, he might manage.

Still, it would be prudent to go with some backup, somepony to accompany him down into the dark. But who?

"Hey, Dusk, what's up dude!" He whipped his head up at the friendly greeting of Muscles, who was approaching down from the sky with Jock.

"Good afternoon, gentlemen," he greeted. "In answer to your question, birds, clouds and, until recently, you."

"Huh? Oh, I get it." Muscles punched his arm jovially, making Dusk wince. "That's clever, good one."

"Yeah, whatever," muttered Jock.

"So, what's going on man?" asked Muscles, not really noticing Jock's reaction. "Where are the girls?"

"Mirror's in the library, Prim's in her room and I'm just sitting here, thinking," he told them.

Muscles chuckled again. "Seems like that's all you do at times. What's going on then?"

Dusk thought a little bit before answering, scanning them up and down. Muscles, chocolate brown fur, black mane and bulging legs and Jock, dirty yellow fur, dull brown hair and matching muscle structure, both of them displaying cutie marks that expressed the strength they clearly possessed physically. He did need some help from ponies who would be able to aid him in the caves. Neither of them were great thinkers, but he was certain he'd make up for that.

With their permission, of course, if they actually wanted to help him.

He explained the situation to them both, finishing with the request for help to accompany him down into the cave. Jock now looked rather enthusiastic at the idea, while Muscles looked a little more frightened at the idea. Dusk couldn't help but smirk a little at the tank-sized stallion recoiling a little in fear, then chastised himself for thinking those thoughts. Everypony had their fears, no matter what their size.

"Yeah um… I really wanna come along but uh… I think I should go see Prim, you know?" he said, in a would-be casual voice. "I mean, good luck and all but just… you know."

"I understand, that's fine," sympathised Dusk. "What about you Jock?"

"Yeah, I'm game!" he said positively. "Sounds like it could be cool, going down in the caves. I can see why you'd need me with you."

"Good to know, thank you." He turned his attention back to Muscles. "If we're down there for too long, inform either one of the princesses and get them to send help. With any luck though, we won't need any help."

"Right, you got it. Stay here, get help. You can count on me," he said, looking relieved that he got to stay above ground. "See you guys later then, good luck with that."

"See you," bade Jock to his friend. "So, we gonna go then? Where is this cave?"

"I think I know where one of the entrances will be. Let's go." Pleased that he didn't want to waste time, Dusk led the way to the entrance.

As they walked, their route taking them out of the main body of the city and along a path that was part of the mountain the royal city was built into, Dusk was still quite surprised that Jock had volunteered so quickly and enthusiastically to accompany him. He liked to think that it was a courage that drove him, perhaps a loyalty towards Dusk as a friend. But the truth was he hadn't known him for very long and didn't know him very well, so he ruled that out.

What made his actions even more curious was his remembering of how he'd been acting towards him over the past week. For the most part, he acted friendly, but there were times that he caught him glaring at him. It didn't happen often but there were times, like when he was talking about his friends back in Ponyville or the things he'd done, when Mirror or Muscles complimented him about something, it happened. Out of the corner of his eye, but he still saw it.

He had still been trying to figure out why. He hoped it was nothing like with Prim and it was something that could be more easily resolved and they could still be friends. It was bad enough with Prim treating him like he was dirt, he didn't need Jock joining her club. He could still work on her though, hopefully. He liked to think he was a likable pony, but he supposed that you couldn't make everypony like you.

Dusk returned his thoughts to the present when he found a small patch of collapsed rocks. There were enough gaps in them to indicate there was something on the other side.

He looked over at Jock. "Mind helping me move these?"

"You got it." He flexed his impressive muscles. "I'll shift these without even breaking a sweat."

"I don't doubt that." Combined with his strength and Dusk's magic, they soon made an opening into the caverns. "Right, be careful. There might be more than geometric formations down here."

"Don't sweat it, I can handle whatever's down here," he said confidently, practically pushing past Dusk into the cave.

He created a light orb to give them some better light and was soon staring openly. Everywhere he looked, embedded in the walls and floor, ranging from sizes no larger than his hoof to the size of apple carts, everywhere was the glint and shine of crystals, beaming and reflecting the light from his orb. The whole cave seemed to sparkle, like the stars in the night sky and it was sheer beauty and magnificence to behold.

No wonder those ancient unicorns had become so greedy, for Dusk could certainly see why. Even more so for why they sealed it up. The temptations here were simply too great. Rarity would go into a dead faint if she saw this place. Thinking about the fashionista brought a familiar pang to his chest, so he abruptly stopped. He needed to focus.

Jock was in just as much awe as he was. "Whoa, would you look at this place? There's enough gems here to buy all of Equestria!"

"It does look that way," agreed Dusk. "But we're only here for one gem, remember."

"I know but…" He grabbed a few and stuffed them away. "What, just a few souvenirs. Present for Mirror, you know?"

"Of course. Let's get going then. The quicker we get out of here, the better." He started to walk forward, only to have his progress halted by a long gorge, deep enough that he could only see darkness. "Ah, right…"

"Heh, no problem for me." He spread his wings. "If you need me to carry you over, I'll understand."

"Already ahead of you." Dusk created a white colour cloud and stepped onto it.

As they started to glide across the canyon, Jock turned away abruptly away at this and he caught him muttering something about 'rubbing his face in it'. With those words in mind, it was suddenly a lot clearer to Dusk about his behaviour and where he'd seen it before. It was like with Rarity when Fluttershy had a career as a famous model, those very same glares she'd given her whenever she saw her face in magazines.

Remarkably, the other stallion was jealous of him. As if Dusk didn't have enough things to be uncomfortable with. He didn't have to think too much about it this time. Jock seemed to be the kind of guy who was used to impressing others with his physical strength, attention that Dusk had been diverting away, especially in Mirror's case. He had come along on this to try and impress Dusk with what he knew and did best.

Fortunately, it perhaps wouldn't be too difficult to rectify this situation. All he needed to do was provide Jock with opportunities to prove his strength.

If that truly was the cause of it. He could just as easily be wrong though.

They continued down into the caverns, their hoofsteps echoing off the walls and the light from Dusk's orb casting long shadows along the wall. Their reflections came through rather strong in the many facets of the crystals, which also helped to project Dusk's light around the passage, occasionally being warped like in a house of mirrors.

"So, what does it look like, this diamond thing?" Jock asked.

"It's about the size of a cupcake, flawless and shaped like a love heart," explained Dusk. "It'll be deep down in the caverns, where the crystals are most abundant."

He nodded, though with a small look of confusion. "You think there's anything else down here?"

"I'm not entirely sure. It's been centuries since these places were used, so it's entirely possible something might have moved in here," he reasoned. "With any luck, we'll be able to find it and get out without any trouble."

"And if anything does show up, I can take it." He chuckled confidently. "Don't you worry man, I'll be watching your back the whole time."

"I have no doubt of that," said Dusk, playing to his ego. "I'm sure you'll be able to handle anything that gets in our way."

"Yeah, I didn't get these puppies for nothing you know," he bragged, flexing his muscles. "You can do the thinkin', I can do the hittin'."

Dusk smiled back at him. "That sounds reasonable. I usually abhor violence anyway."

"That's why you're doin' the thinkin'. Also 'cause you're, you know, small and stuff. No offense," he added.

"None taken. You remind me of my friend, Rainbow Dash, back in Ponyville," he said fondly.

"She's that other Pegasus, ain't she?" he clarified. "Yeah, us pegasuses are made of tougher stuff."

Dusk ignored the urge to correct him, pleased that he didn't seem as tetchy with him now. "Do you know her well?"

"Kinda. I talked to her at the celebration. Seemed pretty cool, 'specially how she wants to join the Wonderbolts."

"She is determined to achieve her goals, to be certain," agreed Dusk.

"Yeah. She kept staring at you though."

Dusk blinked in surprise. "What do you mean?"

"Just, now and again, she'd be starin' across the room at you, then her cheeks would go all red when I pointed it out." He smirked a little. "I think she likes you man."

"What… you mean…?" Dusk waved his hoof and blushed. "No, that's not possible. I already have a marefriend. What would she see in me, anyway?"

"I'm just sayin' what I saw," he shrugged.

Dusk chose not to acknowledge it. Although… all those looks she'd been giving him, the blushing and the stuttering. Could she really be…? No, this was Rainbow Dash! Why would she possibly be interested in him like that? His train of thought was interrupted by a large boulder blocking their way.

He knew that, with enough concentration, he might be able to move it, but he knew this was an opportunity for Jock to prove his worth and further smooth things over with him.

"Mind helping out?" he asked, creating an aura around it.

"You know it!" Combined with his strength and Dusk's magic, they shifted the boulder and dumped it over the side, where it tumbled into the darkness. "There's a split in the tunnel here. Which way?"

"Well…" Dusk's decision was made for him when he heard a loud screech down one of the tunnels on the right, accompanied by the buzzing of wings and clicking of feet. "To the left?"

"You scared?"

"Yes, and I'd rather avoid tangling with whatever's making that noise. Besides, that passage goes up and we need to go down."

"Make sense," he shrugged, letting Dusk lead them down the left tunnel, very quickly. "What do you think was there?"

"I don't really know…" Those sounds… it sounded like the kind of things an insect would do, but much bigger… maybe it was best not to think about it.

As they continued down the tunnel, Dusk hoped that would be it for unexpected residents. He was proven wrong when he heard movement up ahead, glimpsed another light from down the tunnel. Gesturing to a disgruntled looking Jock, who looked like he just wanted to fight and get it over with, they hid in a cluster of crystals nearby.

The large, bulking figures moved into their vision. Three were dressed in heavy armour and armed with crude spears, one with light brown fur and a jacket, who looked like he was the leader and Dusk knew instantly who they were.

"Diamond dogs," he whispered to Jock. "Canines with a fetish for gemstones."

"You know these guys?"

"I've encountered them before and they're not pleasant company," he replied. "Let's wait for them to leave."

"I was sure I heard somethin' down here, Spot," one of the larger ones said. "Really, I was."

"Well, look, there's nothing here!" snapped the leader, Spot. "Now, we've wasted our time finding gems."

"Sorry boss," moaned the dog.

"You should be!" He whacked him hard around the helmet with the spade he carried. "Now, come on!"

"These guys are idiots," hissed Jock. "There's only four, we can take them!"

"Yes, but they still outnumber us by two," whispered Dusk. "Besides, there's bound to be more and I don't want a whole pack of them after us."

"Then we'll take them on too. Come on, let's get 'em!"

"No, there's no point in getting into an unnecessary fight! We let them pass, then move on."

"What are you, scared or somethin'?"

"No, I'm just not stupid, unlike you!"

"What you sayin'?"

"You know exactly what I-"

"Well, well, well, looks like you were right." They hadn't realised that their voices were rising, enough to attract the attention of the diamond dogs. "Work ponies, right when we needed them."

Dusk noticed Jock tense and crack his hooves and the guards pointed their weapons at him in response.

"Don't," he warned him. "They have weapons, we don't. Just go along with it, for now." Jock growled and, reluctantly, gave up.

"Good, now move ponies!" They shoved them into the middle of their group, poking them along with their spears and forcing them down the tunnel.

All the while, Dusk was trying to formulate an idea to escape. The diamond dogs were bound to be numerous and experience had taught him they were both tough and strong. But they weren't especially bright, as Rarity had managed to trick them into letting her go without even needing to resort to force. While he didn't think he'd be able to use the same tricks she did, he was certain he could come up with something.

Jock, meanwhile, was glaring angrily at him again.

"I can't believe you convinced me into givin' us up to these guys," he grumbled. "I coulda taken 'em!"

"No, you couldn't have," responded Dusk. "They outnumber us and they're bigger than us."

"So what, bigger they are, the harder they are to knock down!" He frowned. "Wait, that ain't right…"

"Just remain calm for now and go with it," Dusk urged. "I'll find us a way to get out of here."

"Oh yeah, you made us give up. Suppose we'll escape by bringin' em biscuits and tea."

"Just trust me, I'll think of something."

"You just like showin' off because you think you're so smart and a big hero!"

"If you knew me, you'd know both of those aspects are false!"

"Stop tryin' to fake it, just 'cause Mirror always goes on about you while you're here. She's mine!"

"What? You seriously think I'm interested in her like that?!"

"Sure looks like it to me-!"

"Shut up, ponies!" Spot commanded, smacking them both on the back of the head. They both were quiet, though Dusk could still feel Jock's glare.

They soon arrived in a large cavern that looked like their centre of operations. Large groups of dogs worked in the area, mining gems and stacking them onto mine carts. Rail tracks for them criss-crossed above and below them. Some looked older than others and Dusk suspected that the diamond dogs might have built new ones when they moved in.

They were led along to the other two leaders of the pack, which Dusk also recognised from the last time he'd encountered the bipedal canines. He looked around, searching for any possible method of escape. He noticed one cart that was empty and looked like it went further down into the caverns. That gave him an idea…

"What is this, Spot?" questioned the dark grey one when they approached. "Found us some workers, have you?"

"Sure thing, Rover," he replied, smiling satisfactorily. "Found them hiding in one of the tunnels."

"Good work, yes, good work," he praised, examining them both, eyes resting on Jock. "This one looks strong, doesn't he, Fido?"

The biggest of them laughed stupidly. "Yeah, yeah he does. Could pull maybe ten carts full of gems. Good find."

"I ain't gonna pull none of your stinkin' gems!" spat Jock. "Come on, let's go! I can take you!"

Rover smacked him across the face. "Shut up, you talk too much. That's the problem with ponies, they always talk too much."

"We could gag them, that would shut them up," suggested Spot.

This has gone on long enough, Dusk thought. Time to engineer their escape.

"Well, this certainly is an impressive operation you fellows have," he said, allowing an admirable note to creep into his voice. "You must be gathering hundreds, even thousands of gems a day with a crew like this."

Rover gave a gloating smile. "That's right, pony, and you can't have any of them, so no smart ideas!"

"I have no intention of taking any, especially since we already got so much from the last time I encountered you, back in Ponyville."

"What? You know us? Have we kidnapped you before?" asked Spot.

"No, but you have had the pleasure of meeting one of my friends. A certain white furred unicorn mare…"

Simultaneously, their eyes widened in shock. "Yes, I remember! You were with the whiny pony, you came to rescue her!"

"She was so annoying, so whiny!" moaned Fido.

"You'd better not be the same, colt, or you'll be sorry!" warned Rover.

"Oh believe me, my good canines, I think you will discover I am far more cooperative than my associate," he assured them lightly. "In fact, my companion and I came down into this cave with the very purpose of assisting in your endeavours."

Fido scratched his head. "Um… what?"

"We want to help you."

"I knew it, you little weasel!" growled Jock.

"Quiet you!" Rover hit Jock again, silencing him. "How could you help us, pony, aside from working?"

"Well, I am-" He paused to push the spears away from him, trying to display an air of confidence. "I am one of the thinking kinds of ponies, one who could help you to improve your methods of gem gathering. It could help you find more…"

He saw greed shine in Rover's eyes. "Go on, pony."

"My name is Dusk and for starters, let's look at the state of your transportation system." He had them so enthralled, that none of them tried to stop him when he made his way to the empty cart and pretended to examine it. "Hmm, just as I thought."

"What? What is it?" demanded Spot.

"Jock, come and have a look at this," he invited. "I need a second opinion."

"What? I'm not helpin' you help these guys!" he shouted.

"Shut up and go!" ordered Fido, pushing him in Dusk's direction.

"Fine, fine…" He trudged over, giving Dusk a death glare. "Traitor. Wimp."

Ignoring this, Dusk carried on. "Tell me, Jock, what do you think of these wheels. They don't look too great, do they?"

"I don't know, why should I care?"

"Trust me, it'll help." He winked at the stallion and flashed him a smile.

He looked blankly back. "Huh?"

"I said, it'll _help_," he repeated with another wink.

"Help with what…?"

"I mean help us. You know,_ us_."

"Dude, you got somethin' in your eye?" he asked.

"No, only a way for us to get out of this place," he said levelly. "Get _out _of this _place_."

"What the hay are you…?" Realisation suddenly dawned. "Oh, right. Get out…"

Finally, Dusk thought, holding back the urge to roll his eyes.

"Yes, now these wheels don't look good, do they?"

Jock looked and nodded. "Nope, not at all."

"I think they'll need to be tested, to make sure they're working."

"I totally agree."

"How about I'll get in and you push, to make sure it'll run smoothly."

"Sounds good to me." He got behind the cart, whilst Dusk jumped inside it. "Ready?"

"Certainly, now let's go." Dusk looked over at the dogs, who only now appeared to be catching on to what they were doing. "Good, this seems to be working fine."

"Then, get out." Fido frowned when they didn't. "Wait, where are you going?"

"Well, it was a pleasure to see you all again, but we really must be going." He waved his hat, as Jock jumped in with him, while the cart picked up speed. "Good day to you!"

"They're escaping! Get them!" Rover's order and the barks of the other dogs followed them down the tunnel, as the cart zoomed down the tracks, the wind whipping through their manes.

"Heh heh, what a bunch of dorks," chuckled Jock. "Nice idea, dude."

"We're not out of the woods yet," reminded Dusk. "We still need to find that diamond and they'll be after us soon."

"But we're not even in the woods. We're in a cave."

Dusk stared at him for a few seconds, and then sighed. "Never mind, just keep a look out."

"Right." He looked back and glared. "We got company." A mine cart, with two muscled dogs in it, was trailing along behind them. "Can we take 'em out now?"

"We can," nodded Dusk. "We have to be careful we don't- Hold on!"

"Don't hold on? What do you- whoa!" He gripped onto the side, as a sharp corner came up.

The speed they were going at meant they were almost tipped off the tracks. Grabbing the brake, Dusk pulled with all of his might, managing to level the cart before they plunged into the dark abyss below.

The others realised too, managing to keep their own carts steady and kept pursuit. A split in the tracks left them shooting straight ahead, whilst the one closest behind them followed on and another changed tracks so they were on the one directly opposite.

The cart behind them caught up, slamming into them and shaking it. Gripping on to the brake, Dusk glanced back as Jock roared at his opponent. The dog swung a spade at his head, which he ducked under and returned a punch to the head. Undeterred, the dog tried again, resulting in yet another punch. This carried on for a while as they sped through the caves, the wheels rattling on the tracks and the wind rushing by.

Finally, the dog tried a different tactic, raising the shovel to bring down on Jock's head. The Pegasus, however, grabbed it, yanked it off the canine and smacked him around the head before he knew what happened. His eyes unfocused, the dog collapsed in a heap.

Jock laughed in triumph. "How do you like that?"

The other, growling with rage, retaliated with a punch, knocking Jock back while he was celebrating. Both angry now, the two of them stood up to have another bout, until Dusk noticed something up ahead and screamed.

"Duck!"

Jock, turning around, saw it as well and got down. The dog, however, had a look of child-like glee on his face.

"Duck? Where? I love ducks!"

CLANG!

His smile became dazed and he keeled over from the low-hanging wooden beam that had hit his head.

Whilst Jock whooped, Dusk noticed, just as a wall of rock came between them, the cart parallel to them was catching up. He racked his brain for a way to get rid of the dogs there and noticed the abundance of crystals on the wall, casting his reflection in the light… perhaps…

Trying his idea, he started to wave when the other cart came into view, making rude faces and mocking them. One of them, who was looking the other way, saw his reflection in the crystals on his side and actually fell for it. He jumped out of the cart, smacked into the crystal and slid off onto the ground.

The other wasn't so easily fooled and, before Dusk could retreat back into the cart, he grabbed him while he was close, making Dusk cry out and alerting Jock.

"Dusk!" He grabbed hold of him tight. "Hold on, I got you!"

Adding his strength to Jock's, Dusk tried to pull away while they both stretched him, trying to ignore the long drop below. Looking ahead, he panicked even more when he saw a large rock that stood between the split in the tracks that was coming up.

Fear driving him now, he pulled with all his might, until he felt like he would split in two. Jock pulled. Dusk pulled. The dog pulled. The split was getting closer, closer. So was the rock. He could feel the grip slipping. They were almost on top of it!

"Gotcha!" Jock yanked him back into their cart, while the other sped off and Dusk felt a sigh of relief emerge. "Phew, that was close…"

"Yes… thank you… Jock…" he panted, managing a weak smile.

"Don't sweat it man, somepony's gotta watch your back."

"Still… you did save my life. It was very- DYNAMITE!"

"Well, I guess it was pretty cool."

"No, no I mean dynamite!"

"I know what you said, I'm not completely stupid-"

"Just look!" Dusk moved his head and pointed.

The other dog had come into view again, an ugly leer set on his features. He was holding a red stick of TNT, the fuse already lit and sparkling. Cackling cruelly, he tossed the dynamite at them, which landed right in their cart.

"Agh! Dynamite!" Jock grabbed it and tried to blow out the fuse, but this just made it worse. "Whaddya we do?"

Dusk began to think. They still had some time left for it. Not long, but some. That would be a powerful explosion, perhaps they could use it somehow. He looked ahead, saw their track was veering away from the other, which was going straight on. If they could… yes, that might work!

"Jock, throw it onto the other track!"

"What?! Why would-?"

"Just do it! Trust me!"

Jock stared at Dusk's imploring gaze, looked at the explosive in his hooves, then at the track. Glaring ahead of it, he pulled back his leg and sent it at the track. They watched it sail through the air, as the corner came up. Would it land? Would they make it?

The answer was yes to both of those. The dynamite landed neatly in the middle of the track, still fizzing away. They whirled around the corner and out of the radius of the explosion, just as the fuse ran out.

BOOM!

The roaring inferno destroyed the track, throwing the diamond dog and his car off it and onto the ground elsewhere, where they both landed in a heap. They both cheered now, giving each other a high hoof, which knocked Dusk to the ground.

"Sorry dude." Jock helped him up. "Nice idea, using that dynamite."

"Same to you, regarding that throw," returned Dusk.

"Hey, they don't call me Jock for nothing, you know," he grinned, but it turned into a glare when he looked behind them.

Dusk turned to see that there was one more cart coming up behind them, the diamond dogs in it looking absolutely furious. Dusk was about to formulate a plan, looking around to see what might help them out when he saw they were whizzing past numerous danger signs, either painted in big red letters or decorated with a skull.

Looking ahead of them, he soon saw why.

"The track's out!" he yelled, pointing ahead.

"Aw, horsefeathers," cursed Jock. "Now what?"

Looking beyond, Dusk could see that, after the tracks, there was a stretch of cave large enough for them to land on and another cave passage. All they had to do was reach it.

"There's only one thing we can do!" Dusk began to tap into his magic, allowing a purple aura to appear around the cart. "We're going to have to lift it!"

Jock stared at him. "Are you nuts?! We can't lift this thing!"

"Just enough to get us to the other side!" he shouted. "Get out and fly us over! I'll use my magic!"

Jock flew out and matched the cart's speed, placing his hooves under it. "Are you sure this'll work?"

"No!"

He didn't have time to answer to that, for the track had ran out beneath them. Concentrating with all of his might, Dusk levitated the heavy cart, willing himself to have the strength to do it. He could hear Jock roaring with exertion from his efforts.

They soared through the air, sweat pouring down their faces, the ground getting closer… and they made it! Jock ended up skidding across the ground and Dusk was almost thrown out from the impact, but they'd made it!

His head pounding from the effort as he staggered out of the cart, Dusk heard the dogs that weren't so fortunate, their cart plummeting into the dark while they howled. The sound echoed throughout the cave and Dusk felt a wave of pity for them, hoping they would be okay.

"Yeah, we did it!" Jock was already on his hooves, celebrating. "We made it! We made it across!" He grabbed Dusk in a rib-cracking hug, one that rivalled Pinkie's. "We made it, you crazy nut!"

"Jock… choking…" The stallion let him go and Dusk gulped down air. "Yes, we made it across… well done…"

"I know, I didn't think I'd be strong enough! And look at that, I carried us across!" His grin turned sheepish. "I mean uh, you helped too, of course…"

"It's fine Jock, you deserve the praise," insisted Dusk. "And… I'm sorry for calling you an idiot before."

"It's cool man," he shrugged. "You're not that bad, Dusk. You might be small, but the muscle in your head's pretty big."

"The brain isn't a muscle, it's an organ."

"Whatever, you know what I mean." He gave him a good natured smile and looked into the cave, which was sparkling the brightest of them all. "So, you think this is it?"

Dusk didn't say anything, but rather led the way into the cave where he saw the biggest, brightest and most beautiful cluster of crystals than anywhere else in the cave. They were all of different colours, every single colour of the spectrum shone from them, filling the whole place with a radiant and vibrant light. It was almost as if they were alive.

And there, in the very centre of it all, standing out the most as a clear, colourless gem, they found it. Small, yet distinctive and flawless. Perfect. Just as the books described it, but seeing it here, right in front of him, was just breath-taking to behold.

"We did it…" he whispered, taking it very gently. "We found one…"

"Whoa… that's… that's…"

"I know." He could certainly see why the ancient unicorns thought it to be so precious. "Right, time for us to go."

"You're going nowhere, pony!" They whipped around to see Rover, Spot and Fido, as well as a dozen diamond dogs, blocking their escape. "Hand over that gem!"

"How did you guys get here?" demanded Jock.

"We know these tunnels, pony," snarled Fido. "Figured you'd come here and we were right. Trying to steal from us…"

"You're trapped now," growled Spot. "Give up and surrender.

"Please, we don't want any more trouble," Dusk tried to reason. "We only came for this. We can leave you now…"

"No, you won't leave!" snapped Rover. "You will give us that gem, come with us and get to work! If you try and escape again, you'll be sorry! No-one steals from us!"

Dusk tried to think. They could fight, but they were severely outnumbered and exhausted from their previous efforts. He didn't feel he had the mental energy for any big spells and he'd use up the rest in a battle.

Perhaps they could surrender, wait for Muscles to get help. If they ever found them and if the dogs didn't work them to death first.

"Okay, punks," Jock cried, holding up his hoof, showing them the gems he'd picked up before. "You want gems? Go get 'em!"

He tossed them away. The three leaders didn't go for them, but the bigger, stupider brutes were more easily swayed. A good deal of them scampered after the gems, bowling over their fellows and their leaders.

"Thought they might go for that!" laughed Jock as they ran.

"Good idea!" complimented Dusk. "Sorry about those gems."

"So what, there's a whole cave of these, I can get more," he dismissed. "Now, hoof it!"

Taking their chance, Dusk and Jock barged past the remainder and sprinted up the tunnel the dogs had used to get here. They could hear the diamond dogs behind them, barking while their leaders bellowed orders and… a distant rumbling.

Whipping his head up the tunnel, Dusk saw, to his great surprise, the same boulder they'd pushed out of their way before rolling down the passage towards them. Looking to the side, there was a side section, large enough for them to avoid it.

Jock saw it too, grabbed Dusk and shoved him in, the two of the hugging the wall while the boulder rolled past and they both cringed from an almighty crash. When they peeked out, they saw the boulder had become wedged in the tunnel, as it wasn't big enough to continue down. As an added bonus, it had blocked the diamond dog's pursuit of them.

The Pegasus frowned at it. "Um…"

"That was different." They were both silent for a few seconds, looked at each other. Then, they burst out laughing at the sheer nonsense of it all.

"Okay… let's get out of here," suggested Dusk when they calmed down.

Using a puppet of Mirror, as he felt Jock would appreciate that, they found their way back out of the caves. Thankfully, there were no more strange insect noises on their way out and Dusk was glad they hadn't ended up stuck down there. That wouldn't be a pleasant fate…

* * *

A few hours later, they were back at the school, by the lake with Muscles, Prim and Mirror, enjoying the rest of the day. They hadn't been down long enough for the others to start worrying about them too much, but enough that they were worried anyway.

Mirror had, at first, been angry at the both of them for doing something so dangerous. She almost reminded him of Twilight, in that respect. But once Dusk had told her that Jock had saved his life multiple times down there and given him most of the credit, she melted at the sight of the jubilant Pegasus, who finally had his chance in the spotlight.

"As long as you're not hurt," she'd said. The gems Jock got for her had helped along with that as well.

Whilst Jock regaled the others, as well as some other students who had gathered, with the thrilling tale of their adventure down in the cavern, Dusk was writing his friendship report for the day.

_Dear Princess Celestia_

_Not everything can run smoothly in a friendship. Sometimes, the things you do or that you're good at can be enough to make some friends jealous. This can create tension and rifts between friends. But as long as you're willing and able to reach some kind of understanding with each other, it can help to strengthen the bond you have all forged._

_You can't get everypony to like you, but that doesn't have to stop you from trying._

_Your faithful subject_

_Dusk Noir._

"You finished?" He looked up to see that Prim had walked over, with a softer expression than normal. Dusk nodded in response. "Good, because I need to talk to you."

"By all means," invited Dusk, as she sat next to him.

She appeared uncomfortable, remaining in silence while she took interest in her hooves before she started speaking in a strained voice.

"So… you got it?"

Dusk nodded again, holding up the Lover's Diamond. "The rarest gem in the world, like you said."

"Yeah…" She cleared her throat. "I didn't think you'd actually do it. I thought you'd be too scared…"

"I was, but believe me, I've been through worse."

"I guess. She really means a lot to you, doesn't she?" Dusk didn't even respond to that, for he suspected she already knew the answer. "I… I guess… I was wrong… about you. Your friends… her… it's obvious… they mean a lot to you. I… I'm sorry. You know, for… well…"

He hadn't really been expecting this, but he smiled nonetheless. "Apology accepted."

"Right…" In an instant, her hard look returned. "Don't think this means I'm gonna be easier on you or anything."

"It's fine, I think I prefer it that way anyway," smiled Dusk. "I find it hard imagining you being nice to me at all really."

"Glad that's settled then. I guess you're just not what I thought you were," she said with a slight smile. "So, not that I care but what are you gonna do with that diamond?"

Dusk looked down at the stone, seeing his face reflected in the surface. He remembered the idea he had about making something, as well as remembering the absence of a weight around his neck. He'd need a bit of time to work on it, but….

"I think I know just the thing…"

* * *

*plays the Indiana Jones theme* Sorry, I mean Daring Do.

Thank you to Shadowed Skull for the use of his OC and I hope I got him right. BTW, for reference, the tune that Frequency plays is Smooth Criminal, played by David Garrett, one of the better remixes I've heard for that tune.

Next up: Sweet and Elite!


	14. Sweet and Elite

**Sweet and Elite**

Dusk felt some trepidation the following morning, as he waited in his room for the sparring partner that Luna had assigned to him for his daytime practice. He was pacing nervously around the room, constantly stealing glances at the door and unable to remain still for longer than a few seconds. She was away from Canterlot on royal business, meaning he was going to be having these sessions in the morning instead of at night for this week.

He had no possible idea as to who it was that Luna could have sent. She'd mentioned when they spoke about this that it might be one of the guards of Canterlot, but what specifically did that mean? Depending on who it was would affect his performance in the fight they would have. Would it be one of the normal guards or one of the princesses', better trained personal guards? If so, would it be a Sun Guard or a Shadow Guard? An earth pony with greater strength, a unicorn, with defensive spells or a Pegasus with superior flight?

Would he be able to hold his ground against an opponent like this? Dusk knew full well that he could fight, but his previous opponents had been beasts or partially incompetent, that he had been able to use his wits. He'd never fought with one who had been seasoned by battle, trained to fight and knowing what to expect when he glanced at an opponent. It might even be the Captain of the Royal Guard himself!

How was he meant to compete against that?

A sharp knock at the door made him jump and yelp. Collecting himself, he moved to answer the door and behold his sparring opponent.

He recognised him as the guard who had escorted him to see Celestia when he'd first arrived in Canterlot to start his extended training. The golden armour he wore as part of the Sun Guard contrasted with his gunmetal grey fur and matching wings, folded on his back. He was muscular, lean and imposing, as most of the guards were, but he in particular had an air that he wasn't one to be crossed, an impression that Dusk got when he'd first met him. It certainly hadn't changed.

A cutie mark of a pair of crossed swords glinted on his flank, emphasizing his status as a guard that had earned his place. Dusk didn't dare say anything before he did, for he wasn't sure of his status and authority in terms of being his partner. Piercing dark eyes met Dusk's, scanning him up and down, assessing his size and strength. He actually saw his mouth curl in a derisive smile.

"You? Princess Luna sent me to battle you?" His voice was curt and intimidating, much like the rest of him. "Looks like I'll get back on my shift quicker than I thought."

Dusk cringed a little under his mocking chuckle. "Um… nice seeing you again?"

"For you, maybe… sir," he added, like he was just remembering what he was. "Come on, let's go and get this over with."

"We uh, didn't introduce ourselves," Dusk said as they walked off, trying to be polite. "I'm-"

"Dusk Noir, I know, I'm not stupid," he snapped. "Name's Hard Edge, not that it matters to you."

"I uh…" Dusk decided not to respond to that, as he didn't seem to be in the best of moods. "So, where are we going?"

"If you keep quiet and follow me, you'll see," he snapped.

Dusk concluded to comply, not willing to aggravate him further, though he was starting to get a little irritated by his attitude. He preferred to be courteous and, while he could be shy at first, these days he didn't like to tolerate rudeness, especially from one who was supposed to be polite.

He led him through Canterlot at a quick pace, so much that Dusk had to jog a little to keep up with him. Other guards nodded to him, but watched him warily and some of the other ponies seemed rather eager to get out of his way or looked at him with a kind of disdain.

So, it wasn't just Dusk who felt uncomfortable. Clearly, his reputation wasn't a good one.

They arrived at a large, wide open space, surrounded by a stone wall in a circular shape. The path came at a cross roads in the centre, with patches of grass growing around the edges. A good spot for their session.

"Right, kid, Luna told me to test you by fighting you and I'm not exactly complaining, so let's get this over with," he said curtly.

If friendship and the girls had taught him anything, it was that his opinion mattered and Dusk felt it was an excellent time to voice his own.

"I understand, Hard Edge, but I've um… noticed something wrong," pointed out Dusk.

"What's that?" he snapped.

"As I recall, part of the oath taken by the guards of Canterlot is to… treat others with respect and dignity," he said, feeling a little bold. "No offense."

Hard glared at him, his eyes flashing and Dusk thought he might have been too bold. It looked like he might hit him. But he seemed to hold back on whatever he was thinking of doing, though his body was considerably tensed.

"None taken," he replied through gritted teeth. "I suppose… you have a point, sir. I… apologise."

"Accepted," Dusk said, suspecting he wasn't sincere. "Now, by your leave, shall we begin?"

"Yes…" he growled. "Right, no rules, apart from don't kill each other… not that I think that'll be a problem."

Ignoring what was obviously an insult to him, Dusk stood in a ready position for the coming duel. It was time to see if suspicions were right.

Only a few seconds passed before Hard Edge charged forward, swinging his hoof towards Dusk's head. Anticipating the attack, Dusk ducked under the blow and raised his own hoof towards the Pegasus's side.

But the counterattack was intercepted, very quickly, by Edge's other hoof, which gripped Dusk's hard and threw him to the ground. Before Dusk could recover and get back up, the guard grabbed him by the hoof again, punched him twice in the gut and flung him across the arena, leaving Dusk to skid across the ground.

"Luna said not to hurt you too bad and I won't. Much," he added cruelly. "When you're ready, we'll go again."

Winded and wheezing a little from the impact of the punches, Dusk tried his best to actually start breathing properly again and struggle back to his hooves. He was right then. This was going to be difficult, as he had anticipated.

He had barely regained his footing when Edge was on him again, striking him hard across the face, once for each side before upper-cutting him and sending him flying once more, landing with a hard crash on the stone floor. Dusk heard Edge charging again and was determined to do some sort of damage forgetting about his magic in his haste and kicking him once under the chin.

He tried to press an advantage, but the guard had barely flinched from the blow and was ready for the follow-up punch that was coming his way. He blocked it, struck Dusk once more and almost casually tossed him to the side.

"You really are as pathetic as you look," he sneered. "What does the Princess even see in you?"

Dusk coughed again, trying to struggle back to his hooves and straightened his glasses, which had become dislodged in the fight. How was he meant to compete with this stallion? He was brutal, strong and quick. What had Luna been thinking, picking him for a fight? The guard was trained for it and he seemed to be enjoying it.

The bout started poorly and ended just as badly, for Dusk at least. He tried analysing his attacks, searching for a weak spot, but the stallion always had him on the defensive with his training and skill. He had no opportunities for counter attacks and the ones he did get in didn't have much of an impact, either hitting his armour or just him absorbing the blow, while Dusk received constant blows and hits.

"Absolutely pitiful," he spat, when he had Dusk pinned. "Fighting you wasn't even a challenge. Waste of my time and energy, not that I used much of it."

Dusk only glared up at him, not deigning to give him the satisfaction of a response.

"Figures." He shoved him with his hoof along the ground and moved away. "Same time again tomorrow to see if you've improved. That's a big if though…"

The guard left him to stagger back to his hooves, Dusk barely suppressing the anger that he felt towards the bully of a stallion. He didn't know what his problem was and he may not like fighting, but he was determined that, next time, he wouldn't be so easily beaten. He'd proven he was capable of more than this and better than this.

But his stinging bruises and wounded, though miniscule, pride said otherwise as he gave his bruises time to sooth before making his way back through the street.

How in the wide world of Equestria was he meant to match such brutality and skill? Why would he even want to? He wasn't a fighter, he had no interest or pleasure in it, only to defend himself and only if absolutely necessary. In this case, he needed to employ both of those because he didn't have a choice. Edge wasn't holding back, so he had no excuse to. It was only one day though, he could just as easily try again tomorrow. Luna wasn't here, so he was on his own for now, until the end of the week.

Still, after today's miserable attempt at a duel, he couldn't see how he would do any better the next day, or after that, or the rest of the week. He didn't want to be seen as weak and useless, not like before. He was an Element of Harmony and that meant, if Equestria was in danger, he needed to be capable of defending himself and his home. Luna understood that and so did he. He didn't like it, but he understood.

He trudged back through Canterlot with a few concerned looks, using a minor healing spell Twilight had shown him to sooth his bruises. He wasn't exactly apt at it, but at least it didn't hurt as much. Maybe Luna would teach him that later on, along with some other things. He couldn't wait until these battle magic sessions were over, so he could get back to Ponyville and so he wouldn't have to endure more of this.

He didn't see how anything could improve his mood… but something did.

"Dusk! You utter darling, how lovely to see you!"

Only one pony he knew spoke in such a refined way. Turning around, he felt a wide smile grow onto his face at the sight of Rarity, with a matching smile of her own at the sight of him.

"Rarity!" Within seconds, they were hugging each other warmly, causing Rarity to drop the bags she was levitating. "Oops… sorry."

"Oh, never mind about them!" She pulled away, still grinning. "It's so good to see you dear. It feels like simply ages since I last saw you! I was just hoping I might bump into you whilst in Canterlot and here we are!"

"I'm glad you bumped into me then," he laughed, forgetting all of his troubles and worries in her presence. "I've missed you, Rare."

"And I you, my dear," she replied sincerely. "So, how have you been while you've been gone? Luna keeping you busy?"

"Yes, but I'm on top of it and she says I could be back home by the end of the week," he reported happily.

"Well, that's absolutely… my goodness, what's happened to you? What brute did this?!"

She was pointing to his bruises, which Dusk hoped she wouldn't notice. "It's nothing…"

"It most certainly doesn't look like nothing! What in the wide world of Equestria happened? Where are the ruffians who did this?"

Once more, he was touched by her concern for him and knew she wouldn't let this go.

"I'll explain later," he assured her. "In the meantime, you look like you need a hoof with these."

"Nonsense, Dusk! I couldn't possibly ask you to-"

"You're not asking, I'm offering," he corrected, levitating her bags of fabric and feathers. "I insist. We'll carry these to where you're staying and we can talk there."

She looked like she would protest, but settled for a warm smile. "Still the gentlecolt I know so well."

Keeping equal pace with her, she led him back to the castle to one of the royal suites. Apparently, Twilight had asked Princess Celestia to accommodate her, while she was in Canterlot gathering fabrics for the shop back in Ponyville. Dusk couldn't hold back the smirk when he imagined what her reaction would have definitely been.

It was a very grand room, with a king-sized bed, a beautiful view of Canterlot and a door to a small bathroom, as well as a desk that Rarity would probably use for designing or writing. He could already see a design on there, though he couldn't quite make it out.

"Is that what all these are for?" he asked her, setting the bags down nearby.

"Actually, this is for a dress I intend to make for Twilight's birthday." She gestured to the desk, where there was a design for an illustrious gown resting on it. "She was such a dear, getting me this suite, I just had to find some way to repay her."

"Well, it's certainly… unique." He frowned a little at the design, having a hard time imagining Twilight wearing something like that.

Rarity didn't appear to notice this, still keeping her smile, which became slyer. "What did you get her for her birthday then? As her coltfriend, I'm sure whatever you have for her is beyond words."

"I hope so, but I'm not telling you," he replied with his own smile. "It's a surprise."

"Oh come now, that's hardly fair!" whined Rarity. "I've told you what I'm doing for her, so you have to tell me the same."

"Not necessarily," he countered. "Let's just say it's something we can both appreciate."

Rarity frowned. "Dusk, really, she has enough books, don't you think? I thought you'd try a little harder than that."

"It's not a book," he told her. "But I'm still not going to tell you. You and her will both have to wait."

"Fine, if that's the way you want to play it then, I shall concede, but I have high expectations, Dusk," she warned. "So, if you're not going to tell me that, you can at least inform me as to how you got such horrible bruises."

That came up a lot sooner than he expected. Reluctantly, he explained about his sparring session that morning and the sheer brutality and aggression expressed by Hard Edge. She had an angry frown when he'd first started, which only became more severe as he told her.

"Why, that uncouth, overly-aggressive brute of a stallion! Dusk, you simply must inform Princess Luna at once! How she could have thought to assign you such an opponent is beyond me," she instructed.

"I've been thinking that myself, but I wonder if I know all of the details," he admitted. "She might not have known about how he'd act in this. Besides, she's not even here this week, so I'm on my own."

"But there's still Princess Celestia! Surely she might be able to act against this, or even the captain of the guard!"

"I don't feel I know them as well as I know Luna though," he said.

"That doesn't stop you from speaking to them too!"

"I know, but… there's something else." He didn't feel great admitting this, but he had considered it. "What if Luna did assign me him, knowing what he could do? What if she expects me to have beaten him by the time she returns, to see if I've truly mastered my battle magic?"

"Dusk, I find that rather hard to believe," she replied, though not with much conviction.

"She might have and she said she'd keep me here until I'd mastered these spells." He gazed out in the direction of Ponyville. "If I don't beat him, she might keep me in Canterlot for even longer and, while I don't mind it here, I want to be back in Ponyville, with you girls, especially for Twilight's birthday. I just… want to come home."

Rarity was silent for a moment. "You really think that's the case here?"

"It's the only one I can think of."

"I admit, while it does seem harsh, it does seem feasible, I suppose." She sighed and shook her head. "Very well, Dusk. Keep this to yourself, if you must, but I warn you, you may only make things bad for yourself for no reason."

"There can be no victory without sacrifice," he quoted. "I have to believe I can do this, to prove to her that I can. I've survived worse, I should be able to handle him."

"Should is a dangerous word," she countered. "I still feel you don't have to do this."

"Thanks for your concern, but I'll be fine. I don't like it, but I'll adapt," he said as lightly as he could.

"If you insist." She frowned at him for a while before allowing a smile to replace it. "Well, we might as well not let this spoil our mood, especially since something very special has just happened today."

"Really? Congratulations Rarity! Who's the lucky stallion?" asked Dusk, with a smile.

"Oh, you…" She giggled and blushed. "No, it's not that, but something just as wonderful. I have been invited to the Wonderbolt's Derby this afternoon, guest to none other than Fancy Pants!"

"I think I know him, at least by reputation," said Dusk thoughtfully. "He's big on the elite social scene, from what I understand."

"You'd be absolutely right. He heard I had a suite at the castle and extended his invitation when I bumped into him on the street, quite literally," she added, with a slight blush.

"Well, I'm very happy for you, Rare," said Dusk. "This is a very unique opportunity."

"I know and I want nothing more than to attend, but…" Her gaze turned to the dress design on the desk. "It'll cut into the time I want to do Twilight's dress and I really want to show her how grateful I am, for what she's done for me. I admit, I am rather torn…"

"May I give my opinion, Rarity?" She nodded gratefully. "You're here for the whole week and you already have the design well in order for what you want to create. You're not in Canterlot often and this is something that not just anypony is offered. I say that you should give yourself some time to enjoy yourself and go."

"But what if I need time today to get it started and I don't have time?" she distressed.

"Rare, with your talents in the art of the dress, you could create a ball gown for Celestia herself with nothing but two scraps of fabric and some glitter," assured Dusk. "You've created clothes just as majestic in far less time, you'll have plenty of time to get it done. Have a little faith and go for it, just so long as you leave some time to complete it."

He was completely honest in all that he said. When it came right down to it, Rarity never let her friends down and he was sure she wasn't going to start today. She wasn't perfect, but then neither was he.

Rarity thought for a few seconds, then nodded. "You know what? You're absolutely right, Dusk. I shall have plenty of time to finish this dress and do it to a fabulous degree." She went out of the room and came back wearing a large, pink floral hat. "It's settled then. Dusk, I am going to the Wonderbolts Derby as a guest of Fancypants!"

He smiled when she squealed with sheer delight. "I'm sure you'll have a great time."

Her grin only brightened. "Dusk, you speak like I'm going alone to the Derby."

"Well… you are, aren't you?"

"Dusk, I am here in Canterlot with you, I haven't seen you for weeks and you think I'm going to leave you out of this, especially after you just worked so hard to persuade me to go?" she asked. "I simply wouldn't feel right, leaving you behind."

Dusk blinked in surprise. "But… Fancy didn't invite me and… I wouldn't want to impose."

"Nonsense, darling!" she dismissed. "If they invited me along for just having a suite, I'm sure they'd be more than happy to have the student of a Princess present. You can be my plus one, I'm sure it'll be fine. Besides, you aren't seriously thinking of leaving a lady unescorted to a formal event, are you?"

Though he hadn't expected this, Dusk was nonetheless happy she'd considered him. It wasn't like he had any plans this afternoon and he wanted to spend some more time with her, especially since it had been so long since he'd seen her.

"What kind of gentlecolt would I be if I did that?" he asked rhetorically. "If you insist then, Rarity, I shall attend the Derby with you."

"Nothing would make me happier," she returned, looking him over. "Hmmm, perhaps you should… no, you look fine."

"Thank you." He went to the door and opened it for her. "Now, Rarity, shall I escort you to the Wonderbolt's Derby?"

"It would be my honour, Dusk." Offering him her always charming smile, they set off together for the racing course.

Walking side by side and passing the time with pleasant conversation, Dusk realised once again just how much he'd missed her and the others. He would have preferred it if they were all here, but Rarity was one of those he was closest to in the group, with their shared perspective on manners and proper conduct and, of course, all she had done for him regarding Twilight. Feeling that sense of comfortable familiarity with her just made him all the more determined to beat Edge and return to Ponyville.

If he could…

With how easily they passed the time, it felt like seconds had passed when they arrived at the Derby. It being race day, the stands were obviously packed with ponies who had come to see the Wonderbolts race. Every seat was full and the tension for the upcoming race was palpable. Fortunately, thanks to knowing a pony who knew everything there was to know about the Wonderbolts, Dusk knew who to place his bets on. Figuratively speaking.

Thinking of Rainbow reminded Dusk of what Jock had said. Could he have been right? Had Rarity noticed anything? He still didn't think it was likely, but still… he put them aside when they reached the VIP box. At first, it looked like the unicorn guard there wouldn't let them in, until the well-dressed Fancy Pants arrived.

"Rarity, jolly good to see you! So glad you could make it. And who is your young friend here?" he asked, looking at Dusk.

"Oh, he's my guest, if that's all right," she added timidly.

"Absolutely. Please, step this way," he invited, when the guard pulled aside the rope to let them through.

They were led up to the box, where Fancy was immediately surrounded by a group of his friends, chatting indistinctly to each other. Sensing Rarity's nervousness, Dusk resolved to be exemplary in his time here, so they wouldn't judge her poorly.

"Everypony, this is Rarity. She's staying at Canterlot Castle." That got them murmuring even more, all eyes on her. "And, I'm sorry, I didn't catch the name of your friend."

Stepping up, Dusk swept his hat off and bowed his head, placing it back on and flashing a smile. "Heartiest felicitations to you, sir and to you all. Dusk Noir, at your humble service."

His overly dramatic introduction didn't seem to go over very well. He caught a few murmurs from the group that he was 'trying too hard' and being over the top. Fortunately, Fancy Pants and Rarity stepped in and saved him.

"Yes, I remember now. You were with Princess Luna on the night at the Gala!" he exclaimed, moving forward and shaking his hoof. "I had completely forgotten, what with all the excitement of the evening. Jolly good to meet you in person."

"Yes, indeed. Dusk here is student to Princess Luna herself, as a matter of fact. A very capable and intelligent unicorn at that," she said, with a warm smile.

Within seconds, they all changed their attitudes about him.

"Hmm, clearly a pony from the highest upbringing," commented one of them.

"Yes, I thought so from the moment I saw him," agreed her friend.

"I was in no doubt at all. I thought I had seen your face somewhere, but I was having a hard time placing it," Fancy Pants said, the only one Dusk was actually taking a liking to. "Well, Rarity, you and your coltfriend are very welcome with us."

"Oh, no!" Dusk said quickly. "We're not um… well…"

"Yes, yes, we're just good friends," said Rarity hastily, her cheeks as red as his.

"My apologies for assuming, you just seemed quite close, is all."

"Fillies and gentlecolts, welcome to the Wonderbolts Derby!" came the voice of the announcer, sparing the two of them the embarrassment. "The competitors are taking their places at the starting line and the race will begin momentarily!"

"I'll be rooting for Rapid Fire, of course," sad Fancy Pants confidently. "He's sure to take home the grand prize." The others all agreed with him again.

"I don't think he has a chance against Fleetfoot." They all gasped and stared at Rarity, who forced a smile while she sweated.

Returning the favour, Dusk saved her. "I am in much the same mind. Fleetfoot is more than a match for Rapid Fire."

None of them had the time to comment, as the Wonderbolts took their place on the starting line. On the sound of the horn, they were off. Glancing at the elite, Dusk noticed that, compared to himself and Rarity, they looked rather bored and disinterested in what was happening. They were barely even trying to look invested, Fancy Pants probably being the only exception.

Now, again, he was reminded why he preferred Ponyville to Canterlot.

Due to their speed and the shortness of the track, the race was over in seconds, resulting in a victory for Fleetfoot, as they had said. While Dusk and Rarity celebrated, the other elite all stared in disbelief while Fancy smiled in admiration.

"Bravo, Rarity and Dusk. I say, how did both you know Fleetfoot would be victorious?" he asked.

"Our friend Rainbow Dash talks about her all the time," Dusk told him.

"Quite so. She says what Fleetfoot lacks in size, she makes up for in speed," finished Rarity.

"And who is this 'Rainbow Dash'?" asked one of the mares.

"Well, she's-" Dusk was going to answer, when Rarity cut him off.

"She's um… Uh... Why... she's... she's the... the Wonderbolts' trainer, of course," she lied, under their impassive gazes.

Along with the others, Dusk was staring at her, though more with surprise than scrutinizing judgement. She'd just lied about one of her friends. One of their friends. Why would she even do a thing like that?

Fancy Pants was first to speak. "Staying at Canterlot Castle, is friends with the Night Princess's student and she knows the Pegasus training the Wonderbolts. I told you all this was an important pony."

They all chattered in agreement, Dusk still flabbergasted that Rarity would lie.

"Three cheers for Rarity and Dusk, my new favourite party guests!" proclaimed Fancy, lifting their hooves in the air.

While Rarity looked very delighted as the other ponies cheered them on, Dusk certainly didn't share those feelings.

They spent some time after the race mingling with the others and making conversation. Dusk did his best to be polite and smile, but he could tell that, while he was talking, it was clear than none of these ponies were actually taking in what he was saying. They didn't see him for who he was, just what he was, somepony they could mention in conversation to increase their status in their social group by telling them how well connected he was.

Another thing he noticed was that they were a very fickle group. He'd already noted before how if Fancy Pants liked them, so did they, even if they were being rather judgemental about them before. One pony that Dusk was talking to said she didn't like reading very much, but as soon as Dusk said he was an avid reader, she started asking him about his favourite books and responding as if she knew them inside out.

Rarity, on the other hoof, was having the time of her life, now doubt entranced by all the sophistication and class that the elite offered. Everypony seemed to like her, though Dusk could tell they were only pretending to listen to her anecdotes or pretending to laugh at her jokes. The way they begged her to come along to different social events they were organising was practically cringe-worthy to watch, even more so when she accepted, though reluctantly.

"Oh, Dusk, wasn't today simply the best?" she sighed, when he returned her to her suite.

"I suppose," he shrugged. "But, to me at least, they all seemed very… uptight."

"That's just because they have good manners, darling," she reasoned. "Surely you must have noticed how sophisticated they all were. You grew up here after all."

"That just means I'm used to it. Call me a country colt, but I prefer Ponyville."

"What a coincidence! In the same way, I grew up in Ponyville, yet I simply love it here" she noticed. "It was a shame you had to turn down the invitations of the elite for all those social gatherings."

"Well, I have a lot of training to do for these last few days to ensure I get to go home." He smiled at her reassuringly. "You'll be fine without me, I'm sure."

In truth, he'd been rather happy to turn them down. He'd been able to tolerate today, but he wasn't sure he could spend any more time with those ponies if he could help it.

"I know, but I shall miss your presence regardless," she admitted. "It was enjoyable spending time with you today."

"Same here," he could say with complete honesty, all except for one thing. "Why did you lie about Rainbow Dash?"

"Hm? Oh, the Wonderbolt's trainer?" She giggled uncomfortably. "Well, not so much of a lie. She knows so much about the group, she might as well be their trainer. More… enhancing the truth, I'd say."

"But why not just tell the truth?"

"It's… you know, to make it a little more glamorous than that," she said. "Anypony could have said that she was simply a fan of the Wonderbolts, but it's even more impressive saying you know the trainer of the group."

"But why would you need to make her sound better?" Another thought occurred to him. "You're not ashamed of them, are you?"

"What?! Don't… don't be silly! Of course not," she replied, though not with much conviction.

"Then what is it?"

Rarity remained in an awkward silence before clearing her throat. "Well, no time to worry about that now. It's late and I must get my beauty sleep, for the art gallery opening tomorrow."

"Rarity, why did-"

"Are you sure I can't convince you to come along, Dusk?" she asked, cutting him off.

She was avoiding the subject, so it was clear he wasn't going to get a straight answer out of her. Hoping this wasn't going to become a similar Sweetie Belle episode, he shook his head.

"No, I definitely won't. I have more important things to focus on," he replied, being sure to put enough emphasis on his words. "Good night, Rarity."

"Sleep well dear," she returned. "They'll be quite disappointed you had to turn them down."

"They'll be disappointed, and they're not the only ones," he added with a murmur to himself as he left.

* * *

Dusk had two hopes over the week: that Rarity would remember what was important while she was socialising with the elite and that he would make progress against Hard Edge. Unfortunately, neither of those hopes were coming to fruition.

He barely saw much of Rarity these days. Over the week, she'd become ever more popular in the social circle of the elite, invited along to almost every event that was organised. From charity auctions to parties to yacht rides, she was certainly the hit of the social scene, so much so that Dusk only saw her for about a minute every day. He didn't know how things could be going with her due to how busy she was, but he had seen she had barely started on Twilight's dress as the day drew ever nearer for her birthday.

In almost the same way, he wasn't making much progress against Hard Edge. Far from improving, he only seemed to be getting worse. He occasionally got the upper hoof, but the Pegasus always managed to find a way to turn the situation around again. Edge seemed less and less impressed every time, sneering contemptuously at him whenever he managed to beat him. He'd even stopped wearing his armour to fights, as he didn't want to be weighed down against a 'push-over.'

"Utterly and truly pathetic," he sentenced when he beat Dusk yet again. "If this keeps up, you can forget about going home kid. You're going to be here for the long haul."

Dusk was getting desperate, especially with Luna returning on the night of Twilight's birthday. He really had tried everything. He tried mixing up his tactics, but he always seemed to either anticipate them or beat him down whenever he tried to apply them. He tried looking up martial arts techniques and practicing with Jock and Muscles, but looking them up and applying them were two completely different things.

Every time he tried, he failed and it stung, in more ways than one. It seemed Edge was right and he was going to have to stay here. Luna would agree, once he'd reported to her.

In the end, regrettably, he had to send a message to Twilight on the day before her birthday that he was going to be kept in Canterlot and wouldn't be able to make it back for her party. He would still send her gift on the day, but he wasn't going to be able to deliver it in person. He wiped away his tears when he rolled up the scroll and sent it off. That had been his third attempt, as he kept splashing tears over the words and blotching them.

He wasn't going to see Twilight or the others. That hurt more than any punch that Hard Edge could do.

It was only made worse on the day, when he was being subjected to yet another humiliating and painful bout with the guard.

"By Celestia, I've seen recruits fight better than you," sneered Hard Edge, after he'd tossed him back to the ground. "Maybe I should have sent one of them to do this instead, then you wouldn't have to waste my time with this."

"I'm… doing… my best…" grunted Dusk.

"Yeah, well, your best isn't good enough?" he snapped. "You think just because you come from this place and a princess gives you a few tricks, you can just beat any opponent without breaking a sweat? Well, guess what, shrimp? You can't. You've got the tricks but you haven't got the skill and you never will."

He hung his head, not even trying to get back up. What was the point, he was just going to get beaten down again anyway? What would the others say, if they could see him now… he could hear their voices already…

"Come on Dusk, don't listen to him! You've got more skill in your hoof than he has in his whole body!"

"Get on up an' show that varmint whatcha got!"

"No time for napping now, it's fight time!"

"Show that big dumb meanie being a bully isn't very nice!"

Their voices, they sounded so clear. Wait… that wasn't in his head. He gathered the strength to lift his head and he felt his spirits soar at the sight.

There they were, standing on the edge of the arena, waving and cheering him on. They were here, in Canterlot! Either that, or the blows were making him hallucinate. Twilight approached and he felt the tingling warmth of a healing spell, along with the softness of her lips against his.

No… this was no hallucination.

"Just when I thought you couldn't get any more pathetic," spat Edge. "Luna didn't know what I could do, your friends don't either. What makes you think you stand any more of a chance?"

"You hear that, Dusk?" Twilight asked. "Luna didn't know what this guy was going to do without her watching, but we do and we know that you've beaten far tougher than the likes of him. I know you don't like fighting much, but get back in there and show him what you can do."

He didn't say anything, he just let their belief in him flow through his whole body and empower him. He nodded to Twilight, who gave him one more kiss for luck and backed off.

Dusk wasn't going to back down this easily this time. Clearly, Luna was ignorant of this and had assumed that this would proceed almost like they had done. But if Hard was going to play a brute and a bully in this fight then, as much as he wouldn't have wanted to participate regardless, Dusk was going to teach him that he wasn't so easily bullied. Not anymore.

As much as he wanted to, as much as it hurt, Dusk wasn't going to give up.

"So, you think with a kiss and some healed boo-boos you can beat me?" mocked Edge.

But Dusk wasn't going to let him dishearten him, not like he had been for the past week. He had refused to fight because he was scared and because he didn't agree with it. But now, he had fought diamond dogs, a hydra, buffalo, gremlins, Paraserpents and even the lord of chaos himself. If he could defeat his darker side, then he could defeat Hard Edge. He hadn't even seen what he could do yet.

"I'll show you," he responded calmly, delving into his magic.

Edge let out another derisive laugh and charged at him, with that confident look on his face like he would best him as easily as he had done at the start of this. But Dusk was ready for him this time and he was going to show that he was no push over. Not anymore.

Turning his hooves orange, he blocked the blow and smacked him across the face with the other, at last making him stagger back a little. Now deciding to press his new advantage, he started shooting off cyan pellets at him rapidly striking his body and making him cringe under the frequency they were making contact and allowing Dusk to hit Hard Edge again, this time retreating back a little to give him a chance to recover.

That proved to be a mistake, because now Dusk had retaliated with more force, the Pegasus had been angered and wasn't going to hold back now. Before, he had barely been raising a hoof to beat him. Now, Dusk knew he was going to see the full extent of his ferocity.

The Pegasus charged, grabbing Dusk before he could react and shooting into the air, where he proceeded to deliver a barrage of punches.

"How's that?!" he roared while his hooves smacked into Dusk. "I'll give it to ya!" He rose for one final powerful blow. "To the ground!"

But Dusk had been able to block the majority them with little shields, absorbing most of the damage and blocking his big punch. While he still went shooting to the ground, he allowed pink absorbers to stop his fall and bounded back skyward in a flash, his hooves becoming orange. He smacked into Edge, pounding him twice in quick succession.

"Stay down!" he commanded, slamming Edge to the ground too, but he actually hit it.

He pulled himself up and growled, "You little runt!" Spreading his wings, he charged him again.

Knowing what gave him his strength, Dusk knew he had to strike him in his wings, so it was time to play a more deceiving game. He started firing off what looked like pellets, when actually they had no solid structure and were just lights. As he expected, Edge spent energy dodging them, while Dusk moved out of the way of his attacks and using less of his own energy.

Finally, the Pegasus slowed down, enough that Dusk felt confident finally moving on the offensive. He let him charge straight on, firing solid pellets to put him off and bounded over, turning his hooves orange and bringing them down on the space in between his wings. Had he been wearing his armour, it would have protected the spot, but not here.

"AGH!" His wings stopped flapping and he crashed back into the ground. Now that he had hit such a sensitive spot, he wouldn't be able to use them.

"You're grounded," quipped Dusk, landing opposite, though not without a little stumble.

"I don't need my wings! I can beat you without them!" he shouted.

He galloped at Dusk, but now he just seemed to be in a blind rage, making his attacks uncoordinated and easy to avoid or block. This allowed Dusk to bring in plenty of counter attacks of his own, landing them and weakening him further while dodging his own attacks. Finally, he was weakened enough that he was starting to stagger, his strikes becoming weaker.

Now, thought Dusk, it was time to finish this.

Even though he didn't take joy in fighting and didn't like the idea of revenge, he felt that, for all the time that Edge had humiliated him and treated him like dirt, it was fine if, just this once, to have a little… payback. With style.

"Fluttershy, protect me!" He pushed him back with a yellow shield. "Twilight, may your magic empower me!" He held him in place with a purple levitation field. "Rarity, may your grace give me wings!" He jumped on a colour cloud, soaring towards him. "Applejack, give me strength!" He smacked into him with orange hooves, shooting past towards the wall. "Pinkie, lighten me with your laughter!" He bounced off the wall and back towards him. "Rainbow, lend me your speed!" His hooves flashed blue, as did his pellets, as he struck him hard and fast. "And a little something from me." Keeping him in place with the field, he created a large, dark blue solid ball of light. Once it was the right size, he kicked it towards Edge.

THOOM!

The ball exploded as it hit him in a flash of light, smacking him into the ground and putting him down for good. Dusk landed a few feet away, feeling light headed from the effort, but still feeling it was worth it.

"Bulls eye," he finished, smiling towards the girls while they cheered. He made his way to Edge, who was staggering to his hooves, covered in bruises and the odd cut.

"How… how did… you…?" He fell back down again, glaring up at him. "How could I lose?!"

"I just got a little better. I'm sorry I had to hurt you. Here…" He held out his hoof to help him up. "Maybe we can put this behind us."

Edge raised his head, stared at Dusk's hoof and snarled, shoving it away. "I don't need your pity!" He pushed himself up and pointed. "I won't forget this!" With that, he staggered off, either to get some medical attention or to sulk.

Dusk watched him go, feeling a little sad that he hadn't taken defeat in good grace. Some ponies pride was obviously stronger than others, rather like Rainbow. Speaking of which…

"Dusk, that was awesome!" She zoomed up and gave him a tight hug. "The way just took him down like that, truly radical!"

"I knew you'd approve," he smiled, trying to ignore the way she was staring at him with such intensity.

With a rather reluctant look, she let the others join in on the hug, Twilight giving him another kiss on the lips.

"Now that is showin' him whatcha got!" declared Applejack. "Nice work there, sugarcube."

"Even so, that Hard Edge was acting way out of line," complained Twilight. "You better make sure to tell Princess Luna when she gets back about this."

"I intend to," nodded Dusk, unable to keep the smile off his face. "I missed you all, so much."

"We did too." Fluttershy was looking over him with concern. "He didn't hurt you too badly, did he?"

"I'm fine, it's okay," he assured her. "But… what are you all doing here?"

"When we got letters that both you and Rarity were going to be stuck in Canterlot, I knew neither of you wanted to be left out. So, we decided to move it here, so now you don't have to miss it!" announced Twilight happily.

"Really? Rarity said that she couldn't come back?" asked Dusk. "That's interesting."

"How come?" asked Rainbow. "Where is she anyway? I'd have thought you two would be hanging out or something."

"She's been a little busy, so have I, as you could see," informed Dusk. "I haven't seen much of her, but still… you moved to here, just so we could be at your party?"

"Of course! I wouldn't want Rarity to miss out and I certainly wasn't going let my coltfriend miss out on my birthday," she added, with a smile.

"Twi… you really are the best," said Dusk in all honesty, hugging her again. "Happy birthday and… I'm glad you could all be here."

"We all are, now come on, let's go see Rarity! She's gonna be so surprised!" Pinkie decided.

If she's even there, thought Dusk. But he didn't let those feelings get him down while he made his way to the castle with his friends, taking so much joy in their presence and utter surety that he was back where he belonged.

They had barely left the arena, when Dusk suddenly realised something.

"Hold on, I need to go and get your present!" He started to sprint off before they could say anything, caught up in his excitement and hoping they wouldn't mind. "I'll meet you all there!"

He galloped off back to the school, hurried into his room and grabbed the blue velvet box that he was keeping her present in, tied up with a lilac bow, with an actual lilac attached to it. Now, for the moment of truth, he thought, galloping to Rarity's suite and catching Twilight's voice as he arrived inside.

"Is... that my dress?"

He looked to where she was and saw a plain, yellow dress, adorned with a pink ribbon, hardly the extravagant design that Rarity had planned. She hadn't even taken the time to do it properly.

"Yes…" Rarity's eyes met Dusk's, begging him not to say anything.

Dusk, feeling that Rarity should have to explain herself if needs be, only raised an eyebrow and remained silent, while Twilight examined Rarity's work.

"It's so... simple. So practical. So me!" she decided with a grin. "It's the perfect dress for my birthday party! I love it!"

"You don't know how glad I am to hear you say that." While Twilight hugged her, Dusk caught Rarity hitting the old design into the wastepaper basket with her tail. "Now, ahem, I believe uh Dusk has a gift for you."

"Oh, yes." He let her take the box and waited with baited breath. She smelled the lilac and placed it behind her ear, removing the ribbon and opening the box.

"Oh my… oh Dusk…" Her eyes beginning to shimmer, she levitated out the Lover's Diamond, but with some changes.

With a good few tries and a few hours of attempts, Dusk had figured out how to encase his magic within the stone, making it so that one half was his fur colour and one was hers, the magic swirling and twinkling inside, like it was actually alive. With some help from his Canterlot friends, he had managed to split the stone down the middle, breaking into the two halves and two separate necklaces that still came together to form a heart.

"See, look." He levitated the two halves and placed the one with his fur colour around her neck and vice versa. "We can both wear the two separate halves. So that, you know… wherever you are, you're reminded of me and… I can always think of you. Then, when we're together, we're…"

He trailed off, unable to finish. He thought maybe it was too cheesy, or that he had gone to too much effort in the wake of her dress.

"We're complete…" She was right in front of him, her eyes shining like the necklace she now wore. "Dusk… this is the sweetest thing anypony has ever done for me."

"You… you really…?"

"I do." Her lips captured his and he heard the others all say 'aw' at the sight of them. "Thank you…"

"You're welcome…" She pulled back and stood by his side, so the halves almost came together.

"That's so romantic," sniffed Rarity, wiping her eyes. "A Lover's Diamond… however did you get that? They're near impossible to find!"

Dusk only smiled. "Let's just say I had to do some hard bargaining for it."

* * *

Later that evening, they all made their way to Twilight's party. The mare in question was wearing her new dress, new necklace and the lilac for the occasion and Dusk thought she looked absolutely beautiful. Now that he was here, with her and them, in the waning glow of the sun and the light of the stars, Dusk could tell this was going to be perfect.

Dusk thought he'd try to look his best, trying his best to comb his hair and wearing a blue tie that he had bought earlier that day. It wasn't much, but the girls, especially Twilight, appreciated his effort. Once again, he caught Rainbow staring at him, but he ignored it. He was too happy now to let anything spoil it.

"When I told the Princess that I was moving the party to Canterlot," Twilight was saying, her side against his, "she was kind enough to offer us the Canterlot castle ballroom!"

The same room used for the Gala was now decorated Pinkie Pie style, with balloons, streamers, a pile of presents and tables of cakes and sweet snacks.

The party pony beamed. "Isn't it fancy pants?"

"Fancypants?! Where?!" Rarity hid behind Rainbow, before realising her mistake. "Ahh, I mean, where did you find the time to put up all these decorations? Haha…"

"Oh, I never leave home without my party cannon." She pulled out the device in question, firing a table cloth and confetti into the air.

"I thought about having my birthday outside, but they're having another party on the castle grounds today," Twilight pointed out.

Noticing how Rarity hid behind a pillar, Dusk knew this had to be the event she was invited to and, though she didn't want to admit it, she didn't want the elite to see her with those they might consider uncouth.

"Let's party!" At Pinkie's announcement and the playing of some catchy music, Dusk decided to just relax and have some fun.

And what fun it was. They all threw Twilight into the air in celebration, Dusk using his own magic to let her fly through the air and ended up having a cake fight that was started by Rainbow Dash. When they tried to start a conga line, Dusk tried to excuse himself, not wanting to feel improper with what it entailed.

Twilight, however, just levitated him to the front, placed her hooves on his flank, blushed and winked.

"Loosen up," she instructed and, though his cheeks were ruby red, he did as she commanded.

Dusk noticed in the midst of all this, Rarity had managed to slip away to the garden party just outside. The others didn't really notice and he didn't take much notice either, as he swung blindly at a piñata. She'd learn her lesson soon enough. Or at least, he hoped so, especially after she spat what looked like a fancy appetiser coated in chocolate sauce in his face.

Throughout the party, she kept making excuses to leave, again to attend both the garden party and Twilight's birthday at the same time. She started look more and more harassed and tired as they went on, the excuses becoming more vague and poor, until eventually…

"Uh, what's with the croquet mallet?" Rainbow asked.

"What croquet mallet?" she asked, her voice muffled by it.

"Duh, the one in your mouth!"

She dropped it with a nervous laugh as they all gathered around her. "Ooh, that croquet mallet. I- well I, you know, the truth is... the truth is..."

"Were you at that other party in the garden?" realised Twilight.

"I, I..."

"Rarity, I'm surprised at you."

The truth comes to light, Dusk thought.

"Twilight let me explain! I-"

"I hadn't realized you were such a savvy businesspony!"

"You must understand! I-"

"All of those ponies look so posh. And with the Grand Galloping Gala coming up, I bet you could totally get some of them to buy your dresses. Very smart!" Or not.

"Why yes, I-I didn't want you to think I was being rude, so that's exactly the reason I didn't tell you. The one and only reason," she laughed, unable to believe her luck.

Neither was Dusk. She was just lucky Twilight was so understanding.

"Oh, well you didn't have to do that. You should totally go over there and mingle!" she invited.

"Twilight, you really are the best friend a pony could ever ask for." She hugged her gratefully. "I don't know why I ever thought you wouldn't understand."

"Understand what?"

"Nothing. See you girls and Dusk later!"

Right, Dusk thought, enough was enough. It was time for the truth to be shown.

"A moment, Rarity," he put in. "Since we're your friends, I'm certain that they wouldn't mind if we came along too. Perhaps help to liven things up a little."

"That's exactly what I was thinking!" declared Rainbow. "Come on guys. Let's show them how to party Ponyville style!"

He caught Rarity's horrified look as they trouped outside in another conga line, but he only smiled. Time to see if she really was ashamed of them.

In contrast to the refined sophistication of the elite, he and the girls acted in a manner more befitting one of their own parties. Pinkie literally stuffed her face with cake, Fluttershy fed some birds, Rainbow tried her hoof at croquet, adding her own twist to it and Applejack seemed a little confused about the term 'garden party'.

"How come y'all aren't doin' any gardening?" she asked the guests while they backed away like she had a contagious disease. "This is a garden party, isn't it?"

During these events, Dusk saw Twilight dancing to the music in a rather… well, cringeworthy way, not that he meant to judge. He was fine with dancing, but he thought if they were going to do it, they might as well do it a little better than that.

Glancing at the stage, he saw one of the musicians was Frequency Stream, who smiled upon seeing him.

"Dusk, nice to see you again," he greeted. "Friends of yours?"

"Indeed. I hope we're not disrupting things too much for you."

"Actually, this is much better than before," he confessed. "I wasn't quite looking forward to this, but this has certainly made this a most entertaining evening."

"I'm glad to hear it. You wouldn't mind helping that along, would you?" he asked.

"Not at all. What can I do?" Dusk whispered in his ear. "Say no more. Fillies, gentlecolts," he addressed his fellow musicians, "it's time to step this up a little. Just try and keep up with me."

The others looked at each other, shrugged and started to follow Frequency as he played. Feeling bold, Dusk levitated a nearby rose from the bush and placed it in his mouth. Turning off the music Twilight was dancing to, he approached her and bowed, holding out his hoof.

"May I have this dance?" he asked.

She looked a little surprised, but returned the smile and took his hoof. "You most certainly may."

As the tempo of the music increased, Dusk recalled his dancing lessons from Rarity and began to sway Twilight to the rhythm of the music. But it wasn't a slow waltz this time, but faster and more dynamic, a little more daring. A tango, or something along those lines. Twilight was caught off-guard for a moment, but she soon adapted and the two of them began to move perfectly in time with each other and the music.

It wasn't entirely perfect, with a few stumbles and trips, but tonight, they let nothing ruin their moment and Dusk wanted to make her feel special. He twirled her around, held her close, separated for a moment to show off their own separate dance moves to each other before coming back together again. He could feel the eyes of others staring, hear the murmurs of either disapproval or appreciation at their display, but they practically shut off the outside word and focused on the dance and the music.

It ended with Dusk tossing her in the air, catching her again while she bent gracefully backwards, the rose now in her mouth. She gave him a sensuous gaze, which he returned and sealed it with a kiss, provoking more mutters from the crowd.

"Bravo Dusk, a magnificent display!" praised Fancy Pants. "I say, I didn't know you could dance like that."

"Well, I had a good teacher," he told him, his leg around Twilight.

"And you performed admirably as well, "he added to Twilight. "Pardon my intrusion, might I ask where you got your ensemble?

"Why yes, yes you may. A very, very close friend of mine from Ponyville made it for me," she told him proudly.

Dusk saw Rarity perform a spit-take and hurry over.

Fancy frowned. "Ponyville? You don't say?"

"I do say. Her name is-"

"Fancypants!" interrupted Rarity. "Come with me! I'd like to show you this, er, thing, that's over there. On the other side of the room."

"In a moment, my dear. This lovely filly from Ponyville was just about to tell me who made her charming dress," he complimented. "You're a lucky stallion, Dusk. She's quite a catch."

"I certainly thought so," agreed Dusk, making her blush.

"That dress? Oh come now, who cares, it's just a plain old-"

"Oh don't be so modest, this dress you made is beautiful!" she announced.

"As much as the rest of your work," put in Dusk.

There was a collective gasp from the guests, who all began to stare in complete disbelief at Rarity. The unicorn cringed under their collective gaze, enough that Dusk felt rather bad for her.

"We _all _think so!" The others all gathered around, smiling proudly.

"You know these ponies?" asked Fancy to Dusk.

"I do," he nodded. "They're the best friends I could ever hope to have and I wouldn't be the pony I am today without them."

"And you, Rarity?"

Her gaze darted around as the other ponies started to mutter and whisper, with dismissive looks and smirks. Twilight and the others looked confused at Rarity's indecisiveness. Choosing between her life in Ponyville and the life she'd made here.

Would she make the right choice?

His heart sank when she started to trudge towards the elite, perhaps to dismiss she'd never met these ponies in her life and betray them all. Or perhaps…

"Yes. Yes, I do know them," she admitted, confirming his hopes. "They may not be as sophisticated as some of you Canterlot ponies, but they are my best friends. And they are without a doubt the most important ponies I know."

"Important ponies? These ruffians?" snorted one of the guests.

"Don't make me laugh!" They both did, snooty, superior snorts that made Dusk feel a twinge of annoyance and some shame that he had grown up here.

Fancy, however, was more accepting. "I, for one, find them charmingly rustic." The crowd gasped again. "And I think the dress you made for your friend is lovely. Mmhm, I dare say every mare in Canterlot will be wanting one."

"Oh, I'd like to place my order right now," requested the same pony who had laughed at her.

"I think you should get two," agreed the stallion.

Dusk rolled his eyes. A herd of sheep had more independent thought than them.

Fancy seemed to be thinking along the same lines. "Er, yes, now then. How about you introduce me to your friends?"

"With pleasure!" The two of them passed a silent look of apology, which was enough to smooth things over.

It was important to never forget where you came from. While Dusk wasn't exactly proud of the behaviour some of the elite displayed, not all ponies that lived here were like that. Fancy wasn't and he wasn't. Dusk liked to think he had the friendliness of a Ponyville citizen, but the manners of a Canterlot pony.

A mix that he was very proud and very happy to have.

* * *

The music Frequency plays, along with the others, is He's A Pirate, played by David Garrett.

I know Dusk talking so much in the fight may have seemed a little like an anime battle or something, but I wanted him to have an awesome moment. I like to think the music playing when Dusk gets his own back on Hard Edge is Blinded by Light from Final Fantasy: Dissidia. It matches both his class and ferocity in battle.

Next time, Twilight and Dusk go on their first date... with mixed results. This one may take a little longer, as I have no started revision, so don't worry if it seems to take long, I'll be working on it.


	15. The Perfect Date

**The Perfect Date**

"Hey, Dusk!" Spike was the first to greet the stallion when he walked into the library the day after he'd returned to Ponyville. "Welcome home, bro! Well, technically you left home just today so… welcome home from home, I guess?"

"I don't think it's best to think about it too much." He returned the hug that Spike was giving him. "It's good to see you again, Spike."

"You too. So, mastered the magic that Luna's taught you, huh?" He grinned to Twilight, who was emerging from upstairs. "Hey Twi, I think you might have an actual rival now!"

"Well, at least it's you and not Trixie," she pointed out, approaching Dusk. "Besides, I know exactly what to do to render you completely powerless."

"Which is?" She pressed her lips against his and left him standing rigidly still. "Okay… that'll do it."

"Just my luck. The guy's back in Ponyville for five seconds and you already can't keep your hooves off him," moaned Spike.

"In fairness, we do have three weeks to catch up on. Right Dusk?" she asked, fluttering her eye lashes.

"Indeed we do," he replied, his cheeks flushed.

Twilight's expression became inquisitive. "How was that?"

"How was what?" he asked, confused.

"This." She fluttered her lashes again. "I've been looking up various actions to make a mare appear more flirtatious or attractive to a stallion. Excessive motion of the eye lashes is meant to portray an interest in the other party. I'm not entirely sure why, but I thought I'd try it out."

"Um… well, my heart is currently beating at the same rate your eyes were batting, so… I'd say you did great," replied Dusk nervously.

"Really? Thanks, Dusk," she said brightly. "Incidentally, a stallion paying compliments to a mare was another thing on the list, so good work."

"Looked like you had something stuck in your eye to… me…" Spike's eyes suddenly focused on Dusk's necklace and his mouth watered. "Hey, nice new necklace! Nice… shiny… tasty… let me see that…"

"See with your eyes, not with mouth and claws, Spike," Dusk warned, backing away. "But thanks for your unique insight."

"No problem." He licked his lips again. "I always know what I'm talking about where gems are concerned."

"Ahem. Spike." Twilight puffed out her chest, emphasizing her own half of the necklace. "How do you think mine looks?"

"Wow! Even better! Wait, hold on a second…" His eyes shifted several times between them, each time focusing on their halves of the necklace. "Stand next to each other." They did so. "Hold them up against each other… oh, you've gotta be kidding me!"

"No, we're not," Twilight giggled. "This was my birthday present from Dusk, made from a Lover's Diamond. I feel we complement each other greatly."

Spike's frown deepened. "You could both make a grilled cheese sandwich, using every type of cheese on earth and eat it on the moon and it'd still be less cheesy than that!

"Considering you can't see gems beyond something to fill your stomach, I'd expect that from you Spike, but I think it was really sweet. A little cheesy," she admitted, "but sweet." She nuzzled Dusk's cheek, making him blush further.

"That's it, I've had it. I'm gonna go tidy up the east wing before I throw up." He waddled off through the door, leaving them alone in the main wing.

"I never thought I'd see the day when he actually volunteered to do work," remarked Dusk.

"My thoughts exactly." She gestured him to sit at one of the tables. "Come on, since you just got back, I think it's fair that you take a little break first, before you get back to work."

"Aw, come on!" Spike stuck his head through the door. "How come he gets some time off, but I don't?!"

"As I recall, Spike, you volunteered to tidy up, so I don't know what you're complaining about," countered Twilight. "Now, off you go."

Spike, having no come back for this, ended up just grumbling incoherently and slamming the door behind him as he left.

"That's Spike for you then," shrugged Dusk.

"That's Spike," she agreed, beaming at him. "I'm so glad you're back, Dusk. It really wasn't the same without you."

"I felt the same, Twi," he admitted. "Every morning, I kept waking up, expecting to hear your voice and Spike's like I always do, but… well, you know."

"I know, I felt the same way," she confessed. "Plus, I bet staying in my old study room didn't help matters."

"Not really. It was really nice though, with a few Canterlot exclusive volumes to read, so that made it a little bit easier." He returned her smile. "I can see being Celestia's student really had benefits."

"To say the least," she giggled. "But you'd know all about that, wouldn't you?"

"Yes, staying up at night for a while instead of going to bed and being almost beaten to a bloody pulp during the day, that… I couldn't imagine living without that," he joked.

"Hey, it's not all easy," she reminded him. "How are your bruises from that, by the way? Are you sure you didn't get injured worse?"

"Don't worry, I'm fine," he reassured her. "Hard Edge may have been brutal, but he wasn't trying to kill me. Not like…"

He saw the flashes again. A battle in his mind, the very real pain he felt. Other times his hooves crashed against things… mine, or his? Luna's cries, the girls screams, his laughing. Laughing, always laughing. The anger, the hate!

"Dusk? Dusk!" Twilight's voice snapped him out of it. "What's wrong? Are you okay?"

Checking his forehead, he realised he'd been sweating. He quickly wiped it away, calmed himself down and suppressed the memories. Like he always did. But he always came back…

"Nothing, Twilight, just um… it's nothing…" he muttered, suddenly not able to look her in the eye.

He'd seen the fear briefly flash in hers, though her face now showed nothing but concern. For a moment though, he felt that those eyes weren't his own…

"If you're sure..." She quickly changed the subject. "I guess we're just lucky you could come home today, since Luna got back last night."

"Indeed. Apparently, she managed to conclude her business faster than she thought and she managed to make it home." He smiled fondly at the thought of her. "She said that she'll miss seeing me daily, but that she was pleased I'd progressed so well."

"Now you're ready to move on, to alteration and conjuration from what I hear." She positively shivered with excitement. "I can definitely help you there. I don't know if you heard, but I'm quite distinguished at that sort of thing."

"Really? I had no idea," joked Dusk. "I suppose that you also heard about Edge's comeuppance?"

"I wouldn't be surprised if they heard it all the way in Manehattan," laughed Twilight. "Luna does seem pleasant enough, but I wouldn't want to be the one who makes her angry."

"Same here," agreed Dusk. "I feel that Edge isn't the kind of pony who likes to intimidated, but even he was cringing with the full force of the Canterlot voice in his ears."

"As he should," said Twilight, with disdain. "He doesn't have a good reputation. He's not popular with the rest of the guards and he doesn't show much respect for the citizens either. Even the princesses have some difficulty with him. I hope he's learned his lesson, at any rate."

"There are some whose pride is like a fire. Sometimes, it can be lessened, but most of the time, efforts to extinguish it are only made worse," he mused.

He remembered from after Luna had completed her tirade against Edge, the look he'd given him. A glare Dusk was sure would have been enough to strike him dead and it certainly looked like that was his wish. Before, he might have cringed under such a look, but not anymore. He had cringed a little, but he'd also managed to hold it coolly and not break it.

He had a feeling that this wasn't over. Not yet.

"I wouldn't worry too much about him. He's in Canterlot and you're here," she reminded him. "Also, if he does try anything, I think Luna will give him much more than a telling off and a warning."

"I suppose that's another reason I'm glad to be back."

"It's nice to see you had other friends though," she said, referring to his Canterlot friends. "It's always good to expand on friendships."

"I thought so too," he nodded. "I was happy they came to see me off. They were really a big help and comfort while I was away. I wouldn't have been able to get and make your necklace without their help."

"Our necklace," she corrected with a smile. "They seemed decent enough, but I didn't like the way one of them spoke to you. Or me, for that matter."

"Oh, Prim?" He chuckled knowingly. "Don't worry. She likes me, she just have a different way of showing it."

"I could tell." She made to rise. "Well, I suppose we'd better get back to the grind, before Spike has a hissy fit."

He raised his hoof to stop her. "Actually, Twi, there was something else I wanted to ask you."

"Okay, what is it?"

At this moment, Dusk lost his voice when before he'd been talking so easily. This was a subject that had been brought up by Rarity on the train back to Canterlot. She suggested heavily that he act on it as soon as possible, as it was apparently a requirement of any couple in a relationship. It was something he and Twilight hadn't even done yet, something that might be a little scary for the both of them, but might be enjoyable if they did it right.

He blushed heavily when he realised that what he had been thinking about could apply to something completely different.

"Something wrong Dusk?" she asked.

"No, not really um…" He cast his mind for how best to ask. "Twilight… are you busy tonight?"

"Hmm… well, I was planning to re-read a magical compendium, then of course have my dinner, maybe make some notes on my re-reading, but nothing that can wait, I suppose," she surmised. "Why, did you want to do some more studying?"

"Sort of but… not the kind we, uh, usually do." He coughed awkwardly. "I was wondering if… um…"

"'If'… what? Dusk, what's wrong?" she asked with concern.

"Nothing um… I just wanted to know if… if you… you'd like to do something… with me, I mean…"

Twilight looked back in confusion. "So… do you want to do some studying or not?"

"I don't mean… studying," he clarified. "I was thinking… going out, perhaps. Just you and me…"

"To do what? Wait…" Realisation dawned on her face. "Are you… asking me on a date?"

"I am, yes!" He noticed that was too eager and simmered down. "I mean, if you like. We don't need to, as such, but… I just thought that… it might… be good."

He waited on tenterhooks for her decision. It seemed like a reasonable request, but she might dismiss it, saying that the point of a date was for the two of them to get to know each other and they already knew each other very well. Dusk could certainly understand why, but he still thought it might be nice to do something with her that didn't involve the library.

Twilight's expression was thoughtful, until she nodded and smiled.

"I do remember that we were going to vary the things we do together and we've never actually been on a proper date before. Such a thing is, apparently, a requirement for two ponies who are interested in each other, even if they're already in a relationship. Or so I've been told."

"So… is that a yes?" he asked hopefully.

"Yes," she replied brightly. "I would very much like to go on a date with you, Dusk. What did you have in mind?"

"Well um… I'm not sure yet," he admitted. "But I think I know who to ask, if I may…"

"I think I know too," she giggled. "Go on, we'll be here when you get back."

"Great! See you in a bit." He made his way to the door, a grin on his face.

"Hey, Dusk!" Twilight stopped him, swaying on the spot with a sweet smile on her face. "Call me. Did that sound right?"

"Perfect and I will, Miss Sparkle," he replied, with a smile of his own.

Keeping the grin on his face for the whole journey, he had a spring in his step and nothing but happiness on his mind, with a little bit of nervousness. She had said yes! He'd succeeded there, but he was still rather unclear as to what to do on a date. Obviously, he had no previous experience to relate to and very little knowledge on the subject. Were he by himself, he might be worried about what was to come.

But he wasn't alone, for unlike in the past, he had friends now. One friend in particular had a lot of experience on this matter, the one who had suggested this in the first place. The one who's fashion establishment he was now approaching, greeting him with an expectant look.

"Did you ask her?"

"I did."

"And?"

"Guess."

Her smile was as bright as his own. "Well done, Dusk! That's the worst part out of the way, although I expect she would have had little reason to refuse."

"Just like you said," noted Dusk. "It is remarkable how you always seem to know these things."

"I'm flattered, Dusk, but even you can agree that there were very few other possible outcomes from this scenario," she pointed out.

"Fair point," he shrugged. "Still, it's always nice have it in black and white."

"Indeed it is. Black and white, that's an idea… possibly for a winter gown," she murmured, before shaking her head. "No, I'll consider that later. Right now, we have more important things to focus on."

"Right." He followed her into her kitchen. "So, what do you think I should do?"

"Well, it doesn't require much thought. There are plenty of things that a mare and a stallion can do on their date, there are quite literally thousands of choices," she elaborated. "Some are more expensive than others, but all can apply to individual tastes."

"Okay. What do you suggest?" he asked, completely ignorant of the process.

"That doesn't take much thought. The two of you definitely wouldn't be doing any extreme activities, and I think it might be better if you did something that would simply allow you to sit and talk, or else just enjoy each other's company. I would suggest perhaps taking in a movie and perhaps a romantic dinner at a high establishment."

"That seems reasonable," he said, relaxing a little. "Anything else I should do?"

"Nothing other than be yourself and treat her like she's the most important pony in Equestria. Make her feel like she's special, like nopony else in the world deserves your attention more and you're sure to do well," she advised.

"Right, that sounds good," he agreed. "I'll have enough money for tickets and food, which I think I know where to go for."

"Excellent! Now, what will you be wearing?"

Dusk was caught off guard. "Wearing? Well… my glasses and hat."

"Yes, yes obviously," she waved impatiently. "But what else? How do you plan to make an impression?"

"Um… uh…" Dusk had no answer, adjusting his glasses nervously.

Rarity looked as if he'd just slapped her. "Dusk, darling, you're not seriously thinking of going looking like you are now?!"

"Um… yes? What's, uh wrong with that?"

"Nothing, for day-to-day events, but this is a date you're going on, Dusk! With your marefriend! You look fine, but I'm afraid that isn't going to cut it for tonight!"

"I thought you said I should just be myself…"

"I did, in personality, but you can at least make an effort to appear more… well, more!" she emphasized. "Come now, darling, have a little pride in your appearance!"

Dusk had never really minded much how he looked, as long as he didn't look too much like a fool, of course, hence why he'd never really combed his mane. It was one of the few things he actually took pride in, especially in recent days with the addition of his hat and glasses. It helped to emphasize how unique he was, how much he'd changed since those days without being too extreme.

Looks like he'd been wrong about that then…

"Okay… sorry…" he murmured.

"No apologies needed, I can still help you prepare, freshen you up a bit perhaps." She began to examine him critically, lifting his hat, scanning his mane and fur. "Yes, this won't be too hard. A new suit, perhaps and just a little freshening up… yes, this will be quite simple."

A thought just occurred to Dusk. "Rarity, if I may ask… why do you want to help me so much? I've never really asked…"

"Why shouldn't I?" she replied. "I simply want to help you succeed in your romantic endeavours, as much as any friend would, especially considering your inexperience on the matter. No offense."

"None taken, nopony can know everything," he replied. "But still, you always seem to… give it your all, and then some. If this is of because of what happened in Canterlot, you don't have to make up for it."

"It has nothing to do with that, though I am very grateful of your forgiving my short-sighed foolishness and actually showing it to me when I'd lost sight of it," she said sincerely. "First Sweetie Belle, then the elite. I owe you quite a bit, Mr Noir."

"Like you said, I'm just doing what any friend would," he replied. "But if it's not that, then what? You don't have to tell me, I'm just curious."

"I can understand." She shifted a little nervously. "There's a reason that I have experience in romantic matters, Dusk. Several reasons, in fact and… most of them haven't turned out well, as you might have seen with Blueblood. Some haven't been as bad as others, but… they still leave a lasting impression."

Dusk was now sorry he'd asked and felt a great deal of pity for her. With her grace, elegance and beauty, it would be obvious for anypony to see that she would have had her fair share of romances. She seemed to be the only one among them, apart from Twilight, who was actually interested in finding true love. He hadn't suspected that Blueblood would be the only one she would have harboured affections for or attempted a relationship with.

But he hadn't really expected how often she might have… well, failed.

"Rare, I… I'm sorry, I didn't know…"

"It's quite all right," she assured, though he could hear the quiver in her voice. "You're right, you didn't know. But I know how it feels, to have your heart broken, more than once perhaps. You're a wonderful, gentle-hearted stallion, Dusk, probably one of the best I've ever met. You've already been through torment and terror, despite this."

"What… what do you mean?"

She laughed a little and gazed sympathetically at him. "Dusk, you've tried to hide it, but I have seen it. A little flash, in your eyes. You try to hide it but, now and again, it shows through, thou you do hide it well, I must say. I can see the pain you've felt, because it's the same look I do my best to hide too. I don't know what it is, but you've experienced pain, as I have."

Dusk didn't say anything. He'd never seen Rarity like this before. She always seemed to fret about the most trivial of things. It was like talking to a completely different pony.

"I've seen it," she continued, "and I don't want you to share that too. You've already been through so much to add heart-break to your list of tragedies. I want to try and help give you the best chance that you have with Twilight. Whether or not she's the one for you, I'm not completely sure. But I do know that I can help you have the happiness that I have always hoped to find… even if I can't have you myself."

This surprised Dusk even more. He remembered all those times she'd looked flirtatiously at him, batted her eyes like Twilight had. She still did, but not as much. He had no idea that she felt like that for him, at any point. Yet she'd still helped him win Twilight's heart, even though she could have tried to win his for herself. Was it because she thought they were meant to be or because she didn't want to take that chance again?

He preferred to think of it as the former, as that was what drove him to take her hoof and do his best to smile at her.

"Rarity… I know it might not seem like much, but… I really am sorry for you, but I'd like to say… thank you, for all you have done… for all you're still doing," he expressed sincerely. "I meant what I said to you, on the night of the Gala. You will find somepony. You deserve that much."

Her blue eyes shimmered a little, but the smile she gave was full of warmth and affection, as was the look in her sapphire eyes.

"And you're the only one who's said that to me and I actually believe you," she whispered. "I know there are times I might seem selfish, quite contradictory considering my Element, you might say. My life hasn't always been easy, so I try to make my own life as happy as I can. I just feel it's what I deserve. But then… I do remember the warmth, the joy of making another happy, just because of what I can offer them, no matter how small or big." The smile broadened, as did the glow in her eyes. "It's what I feel when I remember my Element chose me for that, when I do something for nothing in return, every time I see you two together, so happy and… I did that. Does that make me a bad pony, Dusk? Shallow?"

He almost cried himself from how much it sounded like she was begging him. "Not at all. It just makes you an even better pony."

"But Applejack, Pinkie, they're always honest and happy. You've seen it," she pointed out. "I'm not always generous, a fact that I only occasionally remember. I sometimes do wonder why my Element chose me…"

Dusk couldn't deny that, but a thought occurred to him.

"Because I think it recognises true generosity." She looked up expectantly and he hoped this would sound okay. "It's admirable when a pony is always honest or happy, like Applejack and Pinkie, but then it doesn't seem as special. It's still great, but it's in times when it seems like everypony is selfish and greedy that generosity can truly shine, because that's when we most need it, like laughter where there's sadness or honesty where there's lies. Like the riches that most strive to earn, it just becomes even more special when it's made into a… rarity."

The unicorn stared at him in silence for a moment, her expression unreadable. Suddenly, she threw her arms around him in a gentle embrace and planted a kiss on his cheek.

"I knew you were different, the first time I saw you in the library, but I never truly expected just… how different." She pulled back, keeping him in an intense gaze. "I meant what I said on the night of the Gala too. Don't you ever change, Dusk. Never change."

I already have, he thought. For better or worse, I still wonder myself.

"I won't," he promised. "I'll treat her as you want me to. You have my word."

"And I shall keep you to it." She sniffed and wiped her eyes, her charming smile returning. "Well, now that that's done, you and I still have some business to attend to."

"Like what?" he asked, feeling one tugging at his mouth too.

"First, let's get you fitted for some appropriate attire, then we're going to take a trip to the spa, my treat," she assured. "I want you looking as wonderful on the outside, as I know you are on the inside."

"If you insist," he complied. "Thanks again, Rare."

"Not at all, darling," she said, returning to her normal self. "Think of it as my showing you how true your belief in me is. It's the least I can do."

"Well, you know what I always say about faith." He followed her into the fitting room, preferring to think that both of them felt a little light after their 'chat'.

They were in such a good mood from it, neither of them noticed a shadow that had been at one of the windows suddenly dart away, leaving a trail of colour behind it…

* * *

Twilight looked herself over in the mirror of her room. She straightened the shoulder of her dress because it looked a little crooked. She looked back again, decided that there wasn't enough blush on her cheeks and applied some more. Checking again, one of her eyelashes wasn't appropriately prominent, so she took the curler to it again. Then she thought her shoulder looked fine before and changed it again.

Spike had remained silent for about fifteen minutes for what she said would be 'one last check' and had been patient with her. If this was what she wanted to do to try and be calm while she was nervous, that was fine. He had his own methods after all, most of them thinking of gems. Or ice cream. Or Rarity. Or gem-flavoured ice cream served by Rarity. Okay, that wasn't really making him calm.

The point was, he understood. But now, his boss/big sister was really starting to get on his nerves.

"Twilight, will you stop fussing already?" sighed Spike exasperatedly. "You look fine."

"I suppose…" She looked over at the book she was consulting. "But this says that I need to look my best for this and best is a matter of opinion. You might think I look fine, but what about Dusk? Do you think he'll think it's too much? Too little? Should I wear something grander, or maybe more modest? Am I wearing too much make-up? Am I-?"

"Twilight, come on!" he cried. "This is Dusk we're talking about! You could be wearing a ragged robe that hasn't been washed for years and he'd still think you're dressed like a princess! You look great, now will you just relax. You're even making me nervous."

The unicorn stopped panicking, took a few deep breaths and did her best to relax.

"I'm sorry, Spike, it's just… well, I've never been on a date before."

"No kidding," he said, with a roll of his eyes. "Dusk hasn't either, so I'm sure he's just as nervous as you are. Well, maybe not that nervous."

"Hey, I wasn't acting that nervous!"

"Oh yeah? Do we need to talk about the Smartypants incident again?"

"That was different! A matter of life and death!"

"You're doing it again!"

"Right, right, sorry." She looked herself over in the mirror. "I guess there's not much else we can do with my appearance and I've made a small list of things that I should do while on the date."

"You're going to be bringing that with you?" Spike stared openly. "Come on, Twilight, really?"

"I have to Spike! I might forget one of them and Dusk, who would no doubt be expecting me to do such things, would notice!" She levitated the parchment in question. "I'm going to make sure that I behave exactly as what's required of me. Besides…" It glowed and vanished. "There. Now, I can summon it again if I need it."

"Just so long as you're not glancing at it all the time," he sighed. "How'd you even make that anyway?"

"It's all in this book!" She levitated it to the baby dragon. "_Smooth Fox's Guide to Dating_-the Mare edition."

"Only you would learn about dating by studying it." He flicked through the pages, his eyes lighting up in interest. "Hey, this guy really seems to know what he's talking about."

"He's quite an accomplished writer in this area, though I did consult other books as well before I found this one," she said with interest. "Like one I found, I didn't get the chance to read it fully, _50 Shades of_-"

"Okay, that's enough of that," Spike halted with a flush. "Just one thing… most of the stuff in here is what you do with Dusk anyway. Did you really need to make a list from them?"

"Yes, I did."

"But you do all this stuff normally. How does having to do it on a date make any difference?"

"It makes all the difference!"

"Twilight, I-" He was cut off by a knock at the door. "Ah, that'll be him."

"It is?" She glanced at the clock. "But he said he'd be here for seven. It's only six fifty-nine! He's one minute early!"

"Relax, it's only one minute." He hopped off the bed and waddled downstairs. "Come on, we don't wanna keep him waiting."

"Actually, that's exactly what the book says I should do." She opened it at the appropriate page. "It says here I should let him wait a bit, to 'make him sweat'."

Spike raised an eye ridge. "Why would you want to make him sweat? Wouldn't it be kind of against the point if he smelt bad?"

"It's an expression. It's apparently meant to show that I'm not too eager and that I take enough pride in my appearance, that I'll take a little more time to make myself look as presentable as possible."

"I thought we just discussed this!" he yelled in frustration. "Besides, you hate being late."

"It's only gonna be for a few minutes."

"You've never cared this much about your appearance."

"It's a date, Spike. Besides, have you seen my mane in the morning?"

He thought for a moment. "Good point. Fine, wait here then, but not too long."

"Of course." She turned back to the mirror, worry descending once again. "Oh, should I wear something in my hair? He usually brings a lilac for these sort of things, but would he have expected me to get my own at this point? Should I…"

Spike rolled his eyes, turned away and made his way towards the door. There was just no calming that mare when she was worried. The only other time he'd seen her this worried was end-of-the-year exams, something she'd also been fretting over and glancing at a piece of paper for. At least she hadn't been dating the examiner though…

He shuddered at the thought and opened the door, revealing his fellow assistant.

"Hey bro! You clean up nice," he complimented.

"Thanks, Spike. I hope she certainly thinks so." He gestured unsurely with his hoof. "May I uh… come in?"

"Dusk, you practically live here." He stood aside to let him in. "You don't need to ask."

"It's appropriate protocol though, on the subject of picking the mare up from her home," he replied, like it was rehearsed.

Not him too.

"You've known each other for a year!"

"I know, but I'd still prefer to be polite… also, I was uh… told that, really."

"Figures." He led him into the living room. "Take a seat, Twilight's only gonna be a few minutes." Hopefully, he added mentally.

Dusk did so, removing his hat and fiddling with his glasses. It was clear he'd taken an effort to look his best. He wore a blue suit that matched his fur, with a white shirt and black tie, not unlike the suit he wore to the Gala. His mane had been combed neatly, for the first time, he noted, has had his fur and he seemed especially clean for the night.

Just as he predicted, he was nervous too. He was fidgeting with his hooves, adjusting his glasses and shifting on the couch. He levitated some flowers close to him and set down a box of chocolates on one of the chairs.

"For Twilight," he murmured. "Soft centres, her favourite kind…"

"Well, you've really gone all out for this, I'll give you that. Never thought I'd see you with your mane combed."

"Well… it was recommended," he repeated. "I hope it's all fine…"

He walked up and placed a claw on his shoulder comfortingly. "Take it easy, it'll be fine. She's just as nervous as you are, if it makes you feel better."

"She… she is?"

"Yeah, of course! It's her first date, like ever, and yours too, so of course you're nervous." He stood proudly. "I've been helping her get ready. Hair, make-up, even a small hooficure for that added touch."

"You know how to do a hooficure?"

Spike blushed at this. "Well, you know… it's good for guys too and it's good for my claws…" He coughed loudly. "Look, the point is you've both taken the effort and you're still taking the effort. What could go wrong?"

"I suppose… you're right." He smiled gratefully at him. "Thanks, Spike."

"No problem." He made his way to one of the seats, keeping his eyes on Dusk. "You'll see, everything's gonna be fine." He jumped up and sat down.

_SQUELCH!_

Both of them grimaced at the sound. Spike looked slowly under his chair, to see the heart shaped box he'd sat on.

"Soft centres?" Dusk nodded. "Right… sorry."

"It's okay… more where that came from anyway…"

"Um, Dusk?"

They both turned at the sound of Twilight's voice. Spike smiled in satisfaction, whilst Dusk looked like he was trying his best not to stare openly.

In his own opinion, Twilight looked great. She'd had a shower with a special conditioner, giving her mane and fur a sleek, glossy look, the whole effect making her sparkle like her name. She'd then used straighteners on her mane, making the whole thing look like a shining, flowing river of purple. Her eyelashes had been lengthened, emphasizing her matching eyes, blush highlighted her cheeks and face. Finally, the dress that she'd worn for her birthday party sealed the deal, freshly washed and ironed.

She clearly still had a nervous demeanour, but she looked like she was trying to keep it under control at least. She approached Dusk, who stood up quickly, shifting on his hooves.

"Twilight… you… you look great…" he mumbled.

"Oh, thank you. You look… very nice yourself," she returned.

"I uh, bought you these." He offered her the flowers and her genuine smile grew.

"Dusk, these are lovely." She inhaled in their scent, her nose twitching. "A… a… ACHOO! Oops, sorry…"

"It's fine…" He shook pollen out of his face and kept a smile. "No problem."

"Good. So… just the flowers then?"

"Uh, yes… just the flowers, um, nothing else." Getting the message, Spike made sure the squashed chocolates were well hidden, smiling as innocently as he could.

Luckily, Twilight passed off his stuttering as just being nervous and didn't seem to mind. "At least you weren't too cliché, I guess. So… shall we go?"

"Hm? Oh, yes right! After you…" He chuckled awkwardly and followed her out.

"Now, remember you too," Spike said, affecting a gruff voice, "I want her home at a reasonable hour and no funny business from you, mister. Got it?"

"Sure thing, dad," giggled Twilight.

"Yes sir," saluted Dusk. "I assure you, she's in good hooves."

"She'd better be." He waved them off as they set off. "Have fun, you two!"

He returned to the living room, opened up the chocolates, shrugged and popped one into his mouth. Now, he had the whole evening to himself and later, Rarity would be showing up and they'd both be keeping an eye on them both, making sure everything went fine for the daters.

And if things didn't go as planned, he and Rarity always had their backup plan. All it would take was one quick letter…

* * *

This was it then, Dusk thought. His first date with Twilight. Something which would determine the very future of their relationship. Or so he'd been told. Everything was planned out, he had the money, he had the suit and he had the mare. Hopefully, things would be fine.

Though he had to admit that he looked better than he usually did, he didn't really like the fact that he needed to dress up like this. The suit was a little constricting around his neck and wasn't terribly comfortable. His mane looked neat, but he much preferred it as it was. Still, if it was what was required of him, he was willing to go along with it.

Twilight appeared to be looking off at something, but he couldn't tell what. She did look very beautiful, though he found it a little strange to see her wearing so much make up and the conditioner she used on her mane. While she did like to look respectable, she never really paid much mind to go overboard, like Rarity might do. He didn't mind it and she did look very beautiful… he'd just need to get used to it.

The silence between them was getting a little unbearable, so he decided to break it.

"You okay, Twi?"

She jumped a little and he saw a magical flash. "Oh, yes, I'm fine! Why do you ask?"

"It's just… you're a little… jumpy."

"So are you," she noted.

He shrugged. "I suppose. This is my first date…"

"Mine too," she nodded. "Is it silly that I'm nervous about this?"

"If it is, then we're both silly, because… well, I'm nervous too."

"Yeah…" They both laughed, the tension between them easing. "I guess that makes it a little easier."

He saw the magical flash pop again, then vanish again.

"What was that?"

"What was what?"

"That. Did you have something there?"

"I didn't have anything."

"I thought I saw you looking at something."

"Well, I wasn't." She giggled nervously. "You must just be seeing things. So, where are we going?"

He decided to ignore the abrupt change of subject. "Well, first, we're going to see a romantic movie, after which we'll be going to dinner at Chez Delicious, after which I shall return you home."

"Chez Delicious? That's the most high class restaurant in Ponyville!"

"Technically, it's the only high class restaurant in Ponyville."

"That's why it's so high class!" She smiled sweetly at him. "You got us a table there, just for our date?"

"Well… I had some help with it," he admitted.

She nuzzled his cheek affectionately. "You really are the sweetest pony I know."

"Thanks… it's worth it for you."

She smiled all the more, glanced off at something again and nodded in satisfaction. Again, he knew there was no point in asking, especially when she noticed him looking, smiled disarmingly and walked close by his side. He might as well enjoy the evening.

They arrived at the movie theatre, where Dusk purchased their tickets, giving one to Twilight. He'd been advised to take her to see something romantic, that would bring them close together in the movie theatre and truly share in their romance. As such, there was only one choice he could have gone for. He saw her noticeably grimace when she looked at the movie that it told them they were going to be seeing.

"_Nightlight_? Really?" she asked, disbelievingly.

"It wasn't really my first choice either," he admitted. "It has been voted as one of the best romantic movies of the year."

"Not that there was much competition, or competence in the voting," she mumbled.

"We could always see something else…" he suggested tentatively.

She opened her mouth, frowned, checked off to the side again and forced a smile.

"No, no, this is fine," she said quickly. "We've already paid, so there's not much point. Besides, we've never actually seen it, so I'm sure it'll be… fine."

"If you insist, but we could still-"

"Hey, Twilight! Dusk! Fancy running into you guys here!" They both turned to see Rainbow Dash approaching them, attempting a casual look.

"Oh, good evening Rainbow," Twilight said pleasantly. "What are you doing here?"

"Me? Oh, I'm here to see…" She looked at her ticket, narrowed her eyes but forced a smile. "The new Nightlight movie. You two?"

"That's exactly the same movie we're seeing," said Dusk. "Quite a coincidence…"

"I know, right? Hey, we should all go see it! You know, since we're going to the same movie and all!" She moved in-between them, placing a leg around them. "Come on, screen three, right?"

"Actually," Twilight said, as she pushed them along, "we were just planning to go and see it together."

"Well, obviously, otherwise you wouldn't have bought tickets, right?" she laughed. "So, you don't mind if I tag along, do you?"

"As a matter of fact-"

"Great, now come on!"

Getting a little annoyed at her behaviour and apparent obliviousness to their need for some privacy, but too polite to say anything, Dusk spoke up as they took their seats.

"I didn't know you liked these movies, Rainbow," he said.

She shifted her eyes nervously. "I don't, really, but uh… well, I just came along to um… you know see um… how bad it is!" she cried. "Yeah, yeah that's it. You know about these movies, how bad they are. I just want to see how bad they are."

"Right…" Dusk gave her another unsure look, before settling down to watch the movie.

He sat in-between Rainbow and Twilight, who also had given up on trying to send their friend away. Dusk didn't really mind either, as long as Rainbow respected the fact they were obviously on a date. He hoped what Jock said about her was wrong…

He liked to keep an open mind about this sort of thing. Though what he'd read of the book was frankly awful, with terrible pacing and poor character development of the main protagonist, he hoped that the movie might be a little better. He liked reading, but he always found it remarkable what they could do with a visual medium.

As it turned out, however, the more they watched the movie, the more Dusk became convinced that it might not only be just as bad as the book, but it might actually be worse. The acting done by the main cast was awful, with next to no emoting and poor reading of the badly written dialogue. The development for their romance made little to no sense and was actually rather creepy, when one thought about it. Worse still were some mares down front, who were obviously fans, who kept gushing and awing at some moments.

When he looked at Twilight, it was very clear that she shared his discomfort. He gave her a look that said he found it just as bad as he did. She smiled gratefully and her hoof crept slowly towards his. At least he had this…

"Hey, pass me the popcorn," whispered Rainbow, just as they were about to make contact. They both glared at her. "What? I'm hungry." Dusk rolled his eyes and levitated it to her. "Thanks."

She began to munch on it noisily. Dusk grimaced, as did Twilight, who huffed and withdrew her hoof. Disappointed, Dusk took his back too.

This was a recurring problem throughout the movie too. Every time he and Twilight tried to have a moment with each other, Rainbow always seemed to do something to spoil it. They gazed into each other's eyes, but she would tap Dusk on the shoulder to call attention to a particular part. He'd try to put his leg around her, but she'd suddenly start laughing for no real reason. They tried to share a kiss, she'd excuse herself to the bathroom and, when they'd try again, almost immediately return, professing how fast she was.

The only real benefit was that she was obviously also angering the fans who were also watching the movie directly in front of them. Even so, it was beginning to get on Dusk's nerves.

"Hey, is this movie bad or what?" she whispered to him, about half way through.

"It is deplorable, to say the least," replied Dusk, trying to say it with some finality.

Rainbow, however, didn't pick up on it. "I know! I mean, I heard this movie was bad, but now I see it… it has vampires in it and, so far, they haven't sucked anypony's blood! Nothing! What's the point?!"

"Shh!" came a sharp warning from one of the fans, who wore glitter on her face.

The Pegasus ignored her. "I mean, these guys glitter in the sun! What kind of vampires do that?!"

"Bad ones, evidently."

"I can't believe you took Twilight to see this schlock," she said, glancing at the disgruntled unicorn. "It's the worst!"

"Yes…"

"I mean, I wouldn't want to see a movie like this with you."

He glanced at her, but her eyes were resolutely fixed on the screen. "What do you mean?"

"Just, you know, I'd want to see an action movie, something with explosions and slo-mo fighting and stuff. You know, cool stuff like that," she explained. "That's the kind of movie I'd wanna see if we were dating."

"Can you be quiet?!"

"If we were dating?" repeated Dusk.

"Yeah, you know. Just if… you were my coltfriend and not Twilight's, that's what I'd wanna see on a date with you," she said uncomfortably.

"Really?"

"Yeah. Not saying I wanna date you," she said quickly, with a blush. "I mean, you're with Twilight, I get that, I just mean… you know, what if?"

"Shut up!"

"What if?"

"What are you, a parrot?" She laughed awkwardly and looked away when he kept a blank expression. "Yeah, just… if we were dating, that's… what I'd do. Well, want to do. What do you think?"

"I think? Of what?"

"You know, if we were dating? Do you think we'd be good? What would we do? Not saying that I want to, just that-"

"Oh, for Celestia's sake!" The fans in front rounded angrily. "We're trying to watch this movie, so could you be quiet?!"

Rainbow turned her attention to them and snorted. "Oh please, you're saying you actually wanna watch this? I'm doing you guys a favour."

"No, you're not!" one of them snapped. "You're spoiling our chance to see a great work of art!"

"Work of art? Please, I've seen hoofpainting in pre-schools that looks better than this."

All three gave her looks that could kill. "What did you say?"

"Now, now, everypony," Twilight said, sensing a rising conflict, "let's all just remain calm…"

"Quiet you!" commanded one. "How dare you say such things about _Nightlight!_"

"What, that it sucks?" Rainbow laughed dismissively. "Yeah, I can say that. It sucks, just like these so-called vampires! Or should that be _lame_pires!"

"It does not! Blank Face is such a relatable character!"

"Yeah, if you're a shop window dummy."

"And Sucker is such a dream! I wanna have his vampire fillies!"

"Oh, come on! A rotting corpse is more appealing than him and he practically is one!"

"Maybe you just have poor taste in good movies, especially ones so captivating!"

"Maybe you just worst taste in even worse movies, especially ones so boring!" She yelled towards the screen, "_Just drain her blood already_!"

"That's it, you wanna go?" they demanded.

"Bring it on!" Before either of them could stop her, she charged at them and they tumbled over the seats past other movie goers.

Both he and Twilight stared down at the fight, as cinema security came to try and break it up, only to be dragged in by the vicious fans. They then looked at each other.

"You know, I'm not all that fussed about seeing the end," said Twilight.

"Neither am I. We could always go to the restaurant a little earlier," suggested Dusk.

"Early worm gets the apple, as Applejack would say," agreed Twilight. "So, we head off early?"

"Agreed. Teleport?"

"Way ahead of you." A flash and some stomach churning later, they were back out in the cool night air.

"Well…" Dusk said, once his head stopped spinning, "that was…"

"A complete disaster." Twilight smiled though, helping to steady him. "It's okay, it wasn't your fault."

"To be fair, I did pick the movie," he reminded her.

"Yes, but neither of us counted on a certain cyan Pegasus showing up and starting a fight with Nightlight Sprites. That's what the fandom calls themselves," she explained.

"Really?" Dusk facehoofed. "By Celestia…"

"Exactly." They began to make their way to the restaurant. "Can you believe Rainbow Dash though, how she just assumed it was okay for her to come along? I swear, it was like she was trying to spoil the evening."

"Yes… hmmm…" That gave Dusk even more uncomfortable feelings, especially in the wake of his conversation with Rainbow.

"Still, she was right about one thing, it really was an awful movie," she laughed. "I knew to give it a chance, but now I'm sorry that I did."

"Same here," he said, relieved that she felt the same about it. "The book was bad enough, Blank Face is just a blank slate for any mare to paste herself on to."

"And Sucker is meant to be the ideal lover," she recalled. "So much for independence for mares. I'm ashamed to be the target audience."

"It was so poorly acted! I wasn't invested in any of it."

"Forget the acting, that whole romance was just creepy," she pointed out. "She was still a teenager and he was almost a hundred years old!"

Dusk shuddered at the implications. "I think the trailers were better than the movie itself."

"Ooh, what did you think of the look of the Daring Do trailer?" she asked excitedly. "I knew they'd do one eventually!"

"It looked brilliant," he nodded. "Daring was perfectly cast and Ahuizotl looked great!"

"The practical effects looked very good, it looked like the book itself had come to life!"

"My thoughts exactly!" he agreed. "We should go and see that when it comes out!"

"I'd love to, it looks so great and seeing it with you would be wonderful." He felt the warm glow from her praise. "Do you remember the first conversation we actually had was about those books?"

"How could I forget? Next to meeting you, it was the greatest discovery of my life."

"Not even discovering you were Unity?"

"Not even close."

"Oh, you…" She nestled into his side. "Which part are you most looking forward to seeing?"

"Probably her journey into the temple. It'll be great to see how they do all those traps."

"Same here! I'd also like to see how she interacts with other characters at the university. I always thought that colt, Herpy, had a thing for her."

"Me too. I remember when…"

The subject of Daring Do carried them all the way to the restaurant. For once, Dusk thought this was actually going well. Twilight's attention was on him, not glancing at whatever she'd been looking at before. He actually felt comfortable with her again, actually enjoying himself and the time he was spending with her. Best of all, Rainbow was no longer breathing down their necks.

He was still smiling happily when they arrived at the establishment. Telling the waiter their reservation, he led them to their table, Dusk waiting for Twilight to be seated before sitting himself. Silk curtains and tablecloths adorned the windows and tables, the gentle glow of candlelight illuminating the space in a gentle glow. Couples occupied every table, the music from a karaoke machine and a mare singing rather well adding to the romantic atmosphere.

"Wow, it really is lovely here." Dusk noticed how, in the candlelight, her eyes seemed even larger than normal. "I'm glad you picked this place."

"I am too…" he replied, smiling warmly.

Nervously, he placed his hoof on the half-way point between himself and her. He felt a gentle warmth and looked to see her hoof on top of his, that enchanting smile making her twinkling eyes shine.

"Good evening, monsieur, mademoiselle," greeted an earth pony. "I am Horte Cuisine and I will be your waiter for ze evening. May I take your order?"

"We'll start with the carrot soup, thank you," Twilight asked, looking quickly at the menu.

"Very good zen." He scribbled down their order and left, allowing Dusk to return his attention to the mare across from him.

"Well, it hasn't all been perfect, but I think we're going to be okay from here," said Dusk gently.

"I do too." Never once did her eyes leave his, something wonderful shining in them. "The candles are making your glasses shine."

"And they make your eyes sparkle… like your magic," he returned. "You are truly magical, Twilight…"

"That sounds so cheesy."

"Right… sorry…"

"It's okay. Coming from you, cheesy is good."

"It… it is?"

"I kept the necklace, didn't I?" She levitated it up. "Now, I can always think of you, whenever I look at it."

"I never stopped thinking of you."

"Not even while you were practicing?"

"Why do you think I advanced so quickly?"

"Dusk…" She leaned in closer. "I can't believe I ever thought romance would be a waste of time. This is… really wonderful."

"I always hoped it would be like this."

"Am I… doing okay?" she asked.

"You're doing perfectly." He was so close, he could count every eye lash. "What about me?"

"You're great too." Her voice was just a whisper now. "Really, really great."

"Twilight… I… I think I… I lo-"

"Awww, that is so sweet!" They both jumped at the sound of a familiar high-pitched voice. "Hey guys!"

"Pinkie Pie?!" Dusk stared at the party pony, who grinned benignly. "What are you doing here?!"

"Well, duh, it's a restaurant, silly! I was just here to eat, just at a table in the corner over there. I guess being in Canterlot gave me a taste for fancy food, because I've never actually eaten here before, but then after we came back, I thought that I'd try it out, 'cause the cake they had at their garden party was really great! So I was sitting there, waiting for my order, then I looked over here and thought 'those two ponies look a lot like Twilight and Dusk'. Then, I went-"

She jumped up, affecting a dramatic gasp and intake of breath before landing again.

"-and I realised that it was you guys, so I came over to say hi and here we are!" She finished with a broad grin. "What are you guys doing here?"

"We're-"

"Wait, lemme guess…" Pinkie pressed her hoof to his head and placed the other on hers. "Hm, I'm feeling the vibes… you are… looking for bait! No, no, hold on… you need a clean slate! Wait, no… you're going to mate?!"

"Pinkie!" they both yelled, blushing furiously.

"Wait, I got it! You're on a date! Awww, good for you guys!" She pulled back and beamed. "Well, you have yourselves a nice time and don't worry. Pinkie Pie will be here to help if you need it!"

"Pinkie, that really isn't nece- and she's gone," Twilight groaned. "Why is it we can't seem to go anywhere without anypony interrupting us tonight?"

"Rotten luck, I guess. She might not bother us too much though. Ah, soup's here," he noted, Horte bringing them their starters.

"Thank you." Twilight sipped her soup and grinned. "Mm, this is delicious! I can see why this place is so highly thought of."

"It certainly is exquisite," he agreed. "They really take pride in their cooking."

"I can tell. If this is just the starter, can you imagine how good the main course will be?" She smiled gratefully at him again. "It certainly isn't cheap though."

"It's fine, I can pay for it."

"I know it's the dating obligation that the male party is in charge of all financial expenditure, but I'm gonna have to insist that I pay a little bit of it too."

"How did you know that? Actually, hold on, where's all this coming from?"

He was referring to sprinkles of white confetti that were being sprinkled from above their table and falling into their soup. They'd been ignoring it at first, but now it was getting on their nerves. Looking up, he soon got his answer.

"Pinkie, what are you doing?"

The party pony was somehow suspended above them, throwing confetti from a bucket. "Just trying to make your evening more romantic."

"Well, at the minute it's only preventing us from eating our soup," replied Twilight. "So, could you stop please?"

"Oh, right. Sorry." She smiled apologetically and hoisted herself away.

"She really is random," remarked Twilight.

"At least she's trying to help out our evening," he pointed out.

"Yes, but I'm not sure if that's worse than Rainbow's efforts." She put on a pleasant smile. "Anyway, what were we talking about?"

"Let me see… oh yes, how did you know about my having to pay for everything?"

"Oh right, that." She laughed awkwardly. "Well, before we met up, I did a little research on dating, just so I would know what to do."

"I thought you might do something like that," he chuckled. "Was it beneficial at all?"

"For the most part. I even… well… can I be honest with you?" He nodded sincerely. "I wasn't entirely sure what to do on this date, so… I even made this list of requirements that a mare is meant to have on a date." That familiar flash of magic appeared and she levitated a list to him. "I thought that, if I didn't do them, you'd notice and it would ruin the experience..."

Dusk briefly scanned the list. It included things like being polite, wearing make-up, complimenting on appearances, not making conversations one-sided, even complaining about weight. Some of them were ticked off, some still waiting.

Just like Twilight, he thought.

"Twilight, I understand but… you didn't have to do this," he said softly. "You do just about all of these things anyway. You certainly never complain about your weight and you shouldn't."

She blushed at this. "Thank you and, I know, but I wanted to make sure, just in case. I wanted to make our first date special, since it was so important."

"Me too," replied Dusk. "I was told the same thing and I made sure to… well, look my best."

"You certainly succeeded," she noted. "Although, I think I prefer your mane how it usually is. It's more… you."

He had taken off his hat for the purpose of being polite, revealing his neatly combed mane. In all honesty, he didn't really like it like this either. He ran a hoof through it, messing it up to a degree and looked back at Twilight.

"Hm, I think a little neater… no, wait, messier than that… just smooth it down there… little more… there, perfect!" she decided. "That's the Dusk I know."

"Much better," he agreed. "Now then, shall we-?"

"A rose for the mare, sir?" came Pinkie's voice. He turned to see her still beaming and now carrying a basket of roses.

"Pinkie…"

"Come on! They're free!"

He sighed in exasperation. "Okay, we'll have that one."

"Great!" She pulled out the flower in question and frowned at it. "No, that's not what you're looking for, I'll get one for ya!" She tossed the flower aside, where it landed next to Twilight.

She began to go through her basket, each time discarding a rose. "Hm, this one? No, there's a petal missing. There's a leaf missing on this one. This one's not quite red enough. A paper rose?! Oh, how real those roses seem… this one's not even a rose!"

"Pinkie…"

"Nope, nope, nadda, nein, noooooopey nope nope, negative, non…"

"Pinkie!"

"Ah, there we go! The perfect rose!"

"I think we have enough where roses are concerned," he said, pointing to Twilight.

"What do you… oh." She looked to see Twilight, buried literally in a mountain of discarded roses. She popped her head out of the top and spat one out. "Oops, sorry," she said sheepishly, hurriedly gathering them all up.

"It's all right, Pinkie," assured Twilight. "Thank you for the roses… I guess."

"No problem!" she saluted, leaving them the other rose. "Don't worry, I'll be here when you need me!"

They looked as she dashed off, while Twilight picked up the rose. "Call me old fashioned, but I prefer lilacs."

"I agree… old fashioned." The two of them laughed at the relaxed atmosphere, proceeding to finish their starter.

The rest of the evening passed pleasantly enough, with them passing the time with easier conversation, especially now a few truths had come to light. With how smoothly it was going now, Dusk found it hard picturing how he could have ever messed up. The food was delicious, though they both avoided anything with garlic or onion, another item on Twilight's list, one that was connected with the very last item.

It would have been perfect, were it not for the presence of Pinkie Pie. Infrequently and unexpectedly, she would return to do things to 'improve' their evening. When they wanted another drink, she had them bring out a full selection for taste-testing for the beverage they preferred. When they were about to eat, she kicked up a fuss because of one dirty stain that was on Dusk's fork. It wasn't as bad as Rainbow, but it was still getting on Dusk and Twilight's nerves.

She seemed to have died down by the end of the evening, just as the bill arrived for them.

"You sure you don't mind paying a little bit?" asked Dusk.

"Of course not, it's the least I can do," she assured, placing her bits on the plate. "Now, let's get out of here before-"

"Hey everypony!" They whipped their heads around to see Pinkie standing by the karaoke machine. "I'd like to dedicate this song to the sweetest, perfectest, romanticest couple here: Twilight Sparkle and Dusk Noir!"

Both of their cheeks were practically crimson when everypony turned to look, but that wasn't compared to when Pinkie started singing. In all honesty, they were pleasantly surprised.

_I still hear your voice when you sleep next to me  
I still feel your touch in my dreams…_

"Oh my goodness… that's the song, the one we had when we were dancing at the Gala," gasped Dusk. "How did she…?"

"It is Pinkie Pie," noted Twilight. "As long as she doesn't go over the top about it…"

"I don't think so, what's the worst that could happen?"

Then, the song started to pick up speed.

_'Cause every time we touch  
I get this feeling  
And every time we kiss  
I swear I could fly  
Can't you feel my heart beat fast?  
I want this to last  
Need you by my side!_

Throughout the remainder of the song, to the shock of all, Pinkie started to dance and prance around on stage like mad. At one point, she actually left the stage, jumping right in couple's faces, singing her loudest next to Twilight and Dusk, whom everypony was still staring at.

It ended just as badly when she jumped from the stage at the end… right onto a desert cart and into the cake. The impact sent pieces of sweet everywhere, coating any nearby ponies who weren't quick enough to take cover. Even Dusk and Twilight got a little on them.

The silence was deafening afterward, with everypony glaring at either Pinkie or the couple she'd sung for. Once again, they both looked at each other.

"Plan B?" asked Dusk.

"You got it." For the second time that night, they teleported out, into a starlit field out of town.

"I think I am starting to get used to that…" His head bowed, Dusk wiped some cake from his face. "Sorry for how that turned out, Twi…"

She probably though that the whole evening had all been ruined now, that it was already a disappointment from the actions of Rainbow, now made worse from the antics of Pinkie. When he looked though, she still had a smile on her face.

"It's okay, it wasn't your fault." She stood next to him, placing a leg around him. "Even if we were covered in cake, I still had fun with you. I enjoyed tonight."

"You… you did?" She nodded and his fear was lessened. "I did too. It was rather like if we had just been friends, only…"

"Better? My thoughts exactly." She snuggled into his side. "I guess, underneath all the make-up, the suits and dresses and venues, that's all a date is: a chance to have fun with the pony you care for and get to know them better, just like if you were just friends. It doesn't seem as bad when you look at it like that, especially if you hit it off, like we already had."

"And if you don't, that's not so bad either," agreed Dusk. "You'll still have a chance to try again and learn from your mistakes. Even then, you can still try to have a good time… right?

"Exactly. It was nice, spending the evening like that, but maybe next time, we could do something… simpler," she suggested. "Maybe just have a walk, get coffee, or even spend it at home. Those were a few alternative options I looked up that would be less expensive. It's not how much money you spend, but how much time you spend, because that's much more precious."

"My thoughts exactly," he nodded. "Sounds like we have a report to write tomorrow."

"Yes, but tomorrow. It can…" She looked up and gasped. "Oh my… Dusk, look."

He did and his smile broadened. Flashing and glowing across the sky was a shower of meteors, lighting up the whole sky. Just like that time when they'd shared their first close moment with each other. Gazing up at the night sky, like after they'd shared their first kiss.

Now, everything really was perfect.

"You know," she whispered, "there was one last item on that list."

"I noticed," he replied, with a blush.

"The book said we shouldn't push for it though."

"Then we won't." He turned to look at her, as she did too.

"We should just let it happen naturally."

"Sounds good to me…"

They didn't talk anymore. They just closed the distance between them and sealed their great evening with a perfect kiss, bathed in the glow of the falling stars above.

* * *

"Aw, would you just look at them?" cooed Rarity from the bushes. "They are so sweet together."

"Yeah, I guess they are," agreed Spike, scooting closer to her. "Makes you think, doesn't it?"

"About what?" she sighed.

"About what you're gonna do with the rest of your life… who you're gonna spend it with," Spike emphasized with a look.

"Yes, yes it does," she agreed.

"I knew it!"

"Watching them just gives me hope that I too shall find love, someday," she said.

"Oh… right…" Spike retreated, a little rejected.

"Don't you worry, Spikey-Wikey," assured Rarity, rubbing his head. "I'm sure there's a pretty young dragoness for you somewhere."

"Yeah, I guess…" Feeling a little down from her lack of reciprocation, Spike changed the subject. "Just too bad we couldn't help them at the restaurant."

"Yes, well we had to break up Rainbow and those mares, which was no easy feat," she reminded him. "So much time that we missed the whole restaurant fiasco."

"Yep, but we moved just in time to help things along here," finished the dragon proudly.

"Indeed we did, good thinking on your part." She looked at him admirably. "How did you know that Luna would want to do this for Dusk?"

"Just a good feeling, I guess." He sighed when Rarity nuzzled his cheek.

"Well, it was just a good feeling you were right then." She gazed back up at the meteors.

"Yeah, you are… I mean, they are, I mean…"

"Aw, Spike, you are so adorable when you stutter," she giggled.

"Heh… thanks…"

The two of them didn't say anything else, just watched the stars shooting by. Spike even got to snuggle in next to her. Not a bad night.

* * *

Awwwwwwwwww, I love moments like this! Apologies to all Twilight fans, I have nothing against you guys.

For those of you who got the references, you've obviously read _How To Woo Your Mare In 9 Easy Steps_. If you haven't and don't mind Sparity stories, I highly recommend it.

BTW, I am doing the next three episodes in production order, not broadcast, so don't get confused by the order. Up next: Secret of my Excess!


	16. Secret of my Excess

**Secret of my Excess**

"Hold it… hold it… ah, there! Got it!" Spike reported, fixing the banner above one of the library bookshelves.

Dusk, who had been holding it in place with his magic, ceased the spell. "Excellent that looks perfect. Great work, Spike."

"Same to you, bro," he returned, sliding smoothly back down the ladder. "We make a pretty good team, huh?"

"When it comes to putting up party decorations, we are truly unstoppable," nodded Dusk, looking around at the specially decorated library.

There was a reason why the library had been decorated as such. Not long after Twilight's own, it was now Spike's birthday. Or technically hatchday, as they didn't know the exact day that his egg had been laid and Twilight had just marked the day she'd hatched him for the celebration. As such, they had been getting the library ready for his party, to which they had all been invited to.

Everything was looking good, with confetti, party horns and hats all making the library look livelier than it usually did. They'd even placed hats on the horse head sculptures that decorated the desks. Dusk had been informed of it before he'd left for Canterlot and had kept it in mind, hatching on an idea while down in the Crystal Cavern. His gift for the dragon was all ready to be presented.

"It's quite remarkable how yours and Twilight's birthdays are so close together," commented Dusk, as they moved on to setting up the food.

"Yeah, I know." He placed some cakes on the table. "This is gonna be the best!"

"It's your first birthday in Ponyville, isn't it?"

"Yeah. They were usually a lot quieter, because of Twilight and her feelings towards friendship," he explained. "It was only ever her and the Princess, which was still great, but… kind of boring, really."

I know how that feels, Dusk thought, thinking of his own birthday. Hardly a cause for celebration or fun... Not wanting to put a damper on his fellow assistant's happiness however, he kept a smile on.

"I'm sure this one will be a lot better then," he assured. "After all, Pinkie's coming, so that's a guarantee for frivolity and fun right there."

"Just so long as she loads confetti into the party cannon and not cake, like last time," he noted. "Still, that was pretty tasty anyway."

"Rarity should be glad to come along too, I'd imagine." He smiled fondly at Spike. "That really was a great thing you did for her yesterday."

"Yeah… I know…" He sighed happily and touched the cheek she had kissed.

"I still can't believe you haven't washed that cheek," noted Dusk. "You're still not planning to?"

"Nope and I never will."

"I see…" He let a mischievous smile grow. "You know, Twilight has tasked me with the removal of said stains. She's saying it's become far too dirty and that I might be able to finally rid your face of whatever might be starting to infest it…"

"Dusk, no!" The dragon scrabbled away, his eyes wide with terror. "You wouldn't!"

He pulled out a washcloth, waving it menacingly. "I can see her point. It had gotten to be quite filthy, hasn't it? You know how I hate refusing her and I can partially see where her concern arises. It is my duty, as her second assistant and coltfriend…"

"No! By Celestia, no!"

"It would be for your own good, Spike. You need to look presentable for your guests."

"NOOOOOOOOO!"

He quivered and shook in Dusk's shadow. When the unicorn didn't move forward, he peeked out cautiously, to see him smiling good-naturedly at him, putting the cloth away.

"I said I partially saw her point." He offered him a hoof. "I didn't say entirely."

"You mean… you're not gonna…?"

"Of course not," he laughed. "What do you take me for? I know how much that kiss from Rarity meant to you and I'm not going to rob you of it. You're my brother in library-assistantship, after all."

"Oh, right. Then… why'd you have to scare me like that?!" he protested.

He shrugged. "Who says I don't like to have a little fun now and then?"

"Wow. When did you grow a sense of humour like that?"

"It's still getting there, but I guess the girls are starting to rub off on me," he said. "I wouldn't have actually done it and it was a little funny. Just a little. Teasing's okay between friends, right?"

"Right, heh…" He hurriedly changed the subject and Dusk wished he hadn't. "Hey, when's your birthday? It'd be great if yours wasn't too far away too."

"You um… you wouldn't be interested in that…" mumbled Dusk.

"Yeah, I would!" insisted Spike. "Come on, you can't seriously expect us to miss out on your birthday? Wouldn't you be disappointed you didn't get a party?"

"I um… wouldn't know…"

"What do you mean?"

"Spike, it's really not important…"

"Yes, it is." He rounded fully on him. "Come on, what do you mean?"

"I… I don't…"

"Tell me, come on!" He placed his hands on his hips and glared. "Don't make me force it out of you!"

"You know, you really don't look very intimidating like that…" he pointed out, with an awkward laugh.

"Really? I always thought… hey, don't change the subject! How wouldn't you know about a proper party?"

"I think we should get back to…"

"Wait," he realised, "you mean… you've never had a birthday party?"

Dusk remained silent. As much as he'd gotten used to friendship, he still had that old feeling, small, but it was there, that his problems weren't important, that he could handle his own problems without needing to bother others with them. That was how he'd done it before, because he'd never really had anypony to tell.

It was why he kept him hidden… even as his growls echoed in his brain…

He didn't want to appear selfish and sad, especially when it was meant to be Spike's special day. He didn't want to ruin his enjoyment of it, but apparently, that looked like it wasn't going to happen.

"That's it, isn't it?" His glare lessened, his expression softened.

"Well um… no," he admitted. "Not one like this, anyway…"

"Aw, that just sucks!" he protested. "Why not? Did your parents hate fun?"

"They'd… always wish me a happy birthday, maybe get me a present or treat but… mum was usually away and dad… well…" He trailed off and didn't continue on that. "And, of course, I never had any friends…"

Spike grimaced sympathetically. "Dusk… I didn't know. I'm sorry…"

"It's fine, it's not your fault…" He forced a smile. "Besides, it's supposed to be your birthday. I don't want you getting sad because of me."

"Hey, if I am, it's your fault," he chuckled jokingly. "Well, I promise that, on your birthday, you're gonna have the best party that you ever had."

"Spike… come on, be serious…"

"I am being serious!" he insisted. "I promise, dragon's honour, that on your birthday, you are gonna have the biggest and best party ever. We're all gonna make sure of it."

"You… you really mean that?"

"Of course I do!" He slapped his leg affectionately. "Come on like you said, we're like bros, you and me. Of course I mean it. It may even be as good as this one's gonna be! Or, you know, cutting it close. I don't want you to have all the fun."

"I should hope not." Dusk looked over to Spike. "You'd… you would do that?"

"Duh? I'm your friend, we all are," he reminded him. "We don't want you to be miserable on your birthday."

Dusk felt that smile take over now, replacing his negative feelings. With how his parents had been, he'd never really paid much mind to his own birthday. He always thought it would be nice to have the cake, the presents… friends. But like friendship itself, he felt it was a happiness others deserved, but not himself.

He remembered that Pinkie had said she knew everypony's birthday… so there was hope… something to look forward too.

"Spike, I… thank you."

"No problem." He walked over and rapped him on the head with his fist. "When are you gonna get it in there that your friends are here for you, huh? When are you?"

"I don't know, stop that…"

"That's not an answer!" He rapped him more incessantly. "Come on, say you're gonna!"

"Spike, stop!"

"Say it! I can keep this up!"

"Okay, okay, I'll remember that!" The dragon stopped and Dusk shoved him off, the two of them laughing. "Yes, I'll definitely remember that."

"Good, you'd better." He bared his claws. "Next time, I'll use these."

"What in Equestria are you two doing in here?" Twilight walked back in, levitating a table and some punch.

"Just getting the decorations up, Miss Sparkle," replied Dusk innocently.

"Yeah, Twilight, what did you think we were doing?" added Spike.

"Honestly, you two…" Twilight just smiled and set up the table. "I find it hard to remember a time when you just did your work without any noise at all, like we were gonna bite you if so much as whispered."

"Is that a bad thing?" asked Dusk.

She bestowed a kiss on his lips. "You figure it out. So, just about finished then? Everypony will be here soon."

"Perfect! Everything looks perfect!" he said brightly.

"Not quite everything," said Twilight, giving him what Dusk had before.

"A washcloth? I don't get it." A hard glare soon got the message across. "Ah, no way, Twilight. I said I wasn't gonna wash the cheek that Rarity kissed, and I meant it!"

The unicorn, however, wasn't going to take no for an answer. The devious smile that came on her face prompted Dusk to stand back and Spike to run away, as she started chasing him around the library, brandishing the cloth like a weapon.

"It's over, Spike! I'm cleaning that cheek!"

"Never! Dusk, help!"

"I said I wouldn't clean it, I never said anything about her," said Dusk. "Besides, I know enough not to stand in her way when she's decided on something. Unless I have a death wish."

"Traitor!"

So, Dusk stood back and watched the rather amusing scene, where every time Spike tried to flee, Twilight would simply teleport him back to the closest point to her, either with the intent of catching him or wearing him down.

Due to Spike's feelings on the matter and Twilight's determination, it was only a matter of time until one of them gave in. But even Dusk was surprised when, on about the sixth time she teleported him, Pinkie appeared instead, blowing a party horn.

"Happy birthday!" she cried to Spike, once he reappeared.

Taking advantage of his happy state, Twilight rushed in and successfully wiped the dirt off his face. Spike glared as she smiled triumphantly and Dusk chuckled a little.

"Party time, woohoo!" she added, throwing confetti into the air. The others arrived too, all carrying gifts in their mouths.

"Are those... for me?" asked the baby dragon.

"You bet they are, birthday boy," affirmed Applejack, giving him hers.

"Happy birthday, Spike," wished Fluttershy.

They all added their presents to the steadily growing pile, until Spike couldn't support the weight any longer and dropped them. He looked around at the presents in apparent bewilderment that he was even getting them.

"Don't you know you get presents on your birthday?" asked Rainbow.

"Well, actually, this is my first birthday in Ponyville... I usually just get one present... from Twilight. A book."

Dusk happened to glance around when Twilight came downstairs, a book wrapped in a golden bow following her. She heard Spike and hid the book promptly, a sheepish smile and a blush coming to her cheeks as she backed away. Dusk took the book from her and levitated it to a shelf, earning a grateful smile from the mare.

It wasn't too big of a problem. He could just say that his present was from the both of them, since she was in it.

"Speaking of presents, this is from my new line of taffeta capes." Rarity levitated out a purple cape, almost like one a member of royalty would wear. "I'm going to make one for each of you! I've been inspired by the generosity of my little Spikey-wikey, who gave me this beautiful fire ruby, one of the kindest acts I've ever experienced."

She rubbed her cheek affectionately against Spike's, who blushed but smiled, as did Dusk. The two of them were rather sweet, if a little bit strange considering that he was still a baby, but still, it was a crush and he acted a lot more mature than most ponies would at his age.

He remembered what Rarity had said to him the day before and his smile broadened at another idea. Although there wasn't much on them, dragons were meant to mature quicker than ponies did and there had been accounts in history where ponies and dragons had been paired together. It was very rare, due to dragon's natures and the sheer differences in their species, but it had happened. One of them involving a mule and a dragoness, well a donkey at least. They'd even had children that were crossbreeds of their species.

He didn't even want to think about the implications of that. But it was a nice hope for Spike and Rarity, if they ever needed it.

As things started to get into full swing, Dusk went around to mingle, ending up in a conversation with Rainbow and Pinkie.

"Great party guys," complimented Pinkie. "I still say it might have gone better if you'd let me help out, but still great work!"

"I'm glad we have the blessing from the paragon patron of pony parties," alliterated Dusk, with a smile.

Rainbow gave an exaggerated laugh and slapped him hard. "Ha! Good one, Dusk! Oh, sorry…"

"Um… thanks and no problem." He shook off the drink that Rainbow had spilled on him as a result. "We're all friends here, no need to apologise."

"Yeah, heh heh, all friends here…" She smiled nervously and diverted her eyes elsewhere.

"Speaking of apologies, I wanted to say sorry for messing up your date," Pinkie added sincerely. "I thought I was going to help make it better, but I guess I just wound up looking silly."

"It's okay, Pinkie," assured Dusk. "You had the best of intentions, even if things didn't go the way you wanted. Just, next time me and Twilight do go on a date, take comfort that we'll be fine and if we do need help, we'll ask for it."

"Yes sir, Mr Psychic sir!" saluted Pinkie. "You can count on me!"

"So um, how did the rest of your date go then?" asked Rainbow, in a would-be casual voice.

"Very well," answered Dusk, hoping it was just out of interest that she was asking.

"Really? It did? No other, you know, slip-ups, bumps or disasters happen? Anything like that?"

"Apart from maybe what happened at the restaurant, no and even that turned out fine," he told her.

"Oh… right. Right I'm gonna do the… you know, with the thing…" With that, she left rather quickly elsewhere.

"That was a little weird," observed Pinkie, once she'd eaten three cupcakes whole. "What do you think had her more jumpy than a jumping bean with a rabbit on a pogo stick?"

"I don't know..." This wasn't entirely dishonest, mainly because he still wanted to avoid the other answer, even if it had practically stammered him in the face.

"Hm, maybe she should go see a doctor about her face going all red," she commented. "She might be getting the sniffles. It is that time of year."

"Maybe…" Even if he didn't want to think of the other possibility, he did note that she hadn't apologised for her own actions on their date.

What was really going on with her? A question he sort of knew the answer to, but Jock could have just as easily been mistaken. No offense to the stallion, but he wasn't exactly the brightest bulb and Dusk had just undergone a great change in his life and standing. A lot of ponies had been staring at him at the party, a fact he wasn't too comfortable with, and Jock had been feeling rather resentful to Dusk at the time. He could have just as easily made it up. Even if Rainbow had been staring at him, it could have been for entirely different reasons.

So why did he still remain unconvinced by these perfectly rational reasons?

He put them aside again and decided not to worry about it further. If needs must, he would handle it if he had to. Right now, it was Spike's party and he was going to enjoy himself. If not for his own sake, then for Spike.

He smiled as the baby dragon played Pin the Tail on the Pony, a bright and happy smile on his face. Apart from noting that he was always with Twilight, back in Canterlot, a time that seemed like such a long time ago, he'd never really thought much of the dragon. He'd thought it might be interesting to talk to him and if he might be friendly, but not much else. Now, he had become as close and good a friend as the girls were to him.

Strange how things worked like that. It sort of made him wish that he had a few more friends of the same gender, just so that he might have more to relate to and a little variation. He had Jock and Muscles, but they weren't exactly local, nor did he feel he had much in common with them. He thought about maybe Nightfall, but he had a feeling that he wouldn't want to be bothered. Perhaps though, he might expand if he had the opportunity…

Not much point worrying about it now, he thought. Just enjoy the party.

Once the party games and socialising were done, they moved on to opening Spike's presents. Applejack had got him a new quilt that she'd made, Rarity a new suit, Rainbow some weights, Fluttershy a fire stone that would increase the potency of his fire and Pinkie a cuddly toy.

Needless to say, Spike was very grateful.

"Applejack, I can't thank you enough for this great blanket. I really needed a new one," he said to her with a hug.

"C'mon, Spike, ya already thanked me fifteen times. Ah'm startin' to get a lil' embarrassed," she said, pushing him away.

"I know I keep thanking you guys, but I'm just so grateful."

"Hold on Spike, you haven't opened my… our present yet," he corrected, pulling out a package of his own.

"Yeah we… hope you like it." Twilight didn't even know what it was, but she went along with it.

"Now you even pick out gifts together?" He rolled his eyes and tore open the box. "Whoa… no way."

Dusk smiled as he pulled out a gemstone, but not just any gemstone. This was another he'd taken from the caverns while he'd been leaving and taken to a professional diamond cutter in Canterlot. The result was a sculpture, depicting Dusk, Twilight and Spike, all carved together in a little model from the crystal, with an inscription bearing the words 'legendary librarians' on the platform they stood on.

"Wow… when did you get this?" he asked, his eyes shimmering.

"While we were in Canterlot, right Dusk?" she asked.

"Indeed." He stepped forward and smiled. "In a way, I consider you and Twilight to be like a… well, a family, I guess. Not that I don't feel that way towards the rest of you, but… you two are my closest friends and I wanted a way to represent that. Twilight thought it was a good idea, so… we went for it."

"Yes, a great idea," Twilight agreed, smiling just as warmly to Dusk, whose face was now a beet red.

"This is… this is…" He was at a loss for words and just settled for hugging them both. "Thanks guys… you're the best."

"Aw, isn't that just the sweetest thing?" cooed Rarity.

"Yep, ah can see it now, one happy family. Mummy, daddy and an adorable baby boy," Applejack added, pointing to Dusk, Twilight and Spike in turn, who all blushed at the implication.

"I, uh, wouldn't go that far, Applejack," Twilight murmured uncomfortably.

"I would!" piped up Pinkie. "I should take a family photo of you guys!"

"Ugh, somepony get me a bucket," gagged Rainbow.

Spike didn't even protest like he normally would, he just beamed. "This is the greatest! I wish this party could last forever."

Pinkie, who had been bouncing on a balloon until it burst, dashed over at these words, shoving Twilight and Dusk aside.

"Duh! The party can't last forever 'cause you have to go to Sugarcube Corner, 'cause the Cakes said they have a special surprise for you, 'cause it's your birthday!" she announced.

"No way!" Overcome with excitement, Spike hurried to the door.

"I said the party couldn't last forever, but it doesn't need to end right now!" she called out, even as the door slammed. "Awwww…"

With Spike gone, they all decided that there was little point to continuing the party, even though Pinkie tried very hard to argue in its favour and the girls had other plans throughout the day anyway. They bid their guests farewell, Rainbow again lingering for a little at the door and shifting uncomfortably on her hooves, before darting off suddenly. Nopony but Dusk seemed to think on this behaviour though.

He was glad he didn't have to think too much about that whilst he helped Twilight to clear up the library in the aftermath of the party. With the two of them working together, Dusk knew that it wouldn't take them long to tidy things up. After that, it would be back to helping Dusk conjuring up a ball with his magic. At last, something that didn't involve fighting, even if it was a little difficult. Or a lot.

"Do you think I'll manage this time?" he asked her. "We only started out last night and I didn't do too brilliantly."

"You will, but not without significant practice and effort," she reminded him. "It took me a while to master conjuring solid objects. In essence, that's what you can already do, just on a vague level in a way, but due to the nature of your magic, it'll take even longer."

"So I'm adapting it?"

"Essentially, yes. That' why we're starting out with just a hollow ball first," she went on. "It's relatively simple and less complicated than, say teleportation. That requires even greater power and concentration, because you're not only performing a type of conjuration on yourself, but also trying to transport to a specific point, taking into account as well biological make-up of skin, internal organs, blood, that sort of thing. With this, there's a lot less elements at play, therefore making it simpler."

"I understood most of that, so it does make some sense," he nodded.

"Good, though I'm sure Luna's already explained that to you."

"She did, but I like hearing explanations from you." He passed her a flirtatious smile. "I like hearing you talk technical."

She giggled and blushed, returning the smile. "Well, anytime you're unclear about what she's teaching you, just come to me. I'd _very_ much like to explain in more detail, if that's the case."

"And I would very much like to um… to hear what you have to say on the matter," he returned.

"I'm sure you would." She laughed nervously, but her smile was genuine. "I think we're getting better at this flirting aspect of our relationship."

"I felt so too." Nothing was perfect, but they were trying at least.

"It is quite incredible how your magic would be capable of doing this," remarked Twilight, disposing of the left-over wrapping paper. "It still might take years of development and study, but I can only imagine what you might achieve with it when you have mastered it."

"I find it to be quite staggering myself." He idly conjured one up. "Hard to believe that years ago they were just some coloured lights that I preferred to hide."

"Well, years ago you didn't think you were anything special, now look at you." She smiled brightly. "It's your typical boy meets girl, boy fawns over girl, girl changes boy's life in ways he never thought possible."

"Of course, classic story telling," he agreed. "Have I ever told you how grateful I am for that?"

"You have, but that doesn't mean I don't like hearing it." She looked around in satisfaction. "Right, I think we're done here."

"Spic and span," agreed Dusk. "As your husband, I was pleased to have helped keep my wife's house clean."

Twilight whipped her head around, her eyes wide. "Dusk, what are you saying?! We're not actually married! We've only been dating for about a month!"

He'd only been attempting to flirt in the aftermath of Applejack's comment. This wasn't the reaction he'd expected and he immediately felt ashamed for implying such a thing.

"Twilight I… I didn't actually mean that we… that you and I are… sorry…" He hung his head in shame.

"Oh, you meant to… oh, right." She looked a little abashed at her reaction. "Sorry, Dusk. I kinda took that the wrong way."

"Well… I probably shouldn't have brought it up, thought more about it-"

"Dusk, no, it was my fault," she insisted. "I didn't realise you were just flirting. I was just concerned that you were being a little… forward."

He looked up to see her with an apologetic smile and felt better. "I suppose it was a… mistake on both our parts, let's say."

"You can see it that way, if you like. I just don't want you feeling bad about yourself because of my mistake," she assured. "Being called somepony's… wife just startled me a bit, I guess."

"Fair enough, I understand. Every mistake brings something new to learn, right?"

"Exactly. They hugged, the incident forgotten for now. "Come on, let's go and find Spike. I'd have thought he'd be back from the Cakes by now."

"Sounds like a good idea." He held the door for her as they stepped out into town. "I suppose a nice, relaxing walk around town will help me make up for my mistake."

"There's nothing to make up for, Dusk. We're both still learning, as far as this relationship is concerned." She did, however, step close beside him. "It's sweet that you'd think of me though."

"I try my best," he replied.

Even so, he couldn't help but dwell on what had happened, her reaction to a reference of deeper commitment. It called to mind a few other things, like that she didn't really use affectionate names for him much and he in turn didn't for her, mainly because he wasn't sure she'd approve. He also, now and again, noted her glancing around unsurely, as he sometimes did, whenever they did public displays of affection.

He knew they were both still relaxing into it, maybe not being entirely sure of how to act, but he still couldn't quite shake the feeling in his stomach he got when he did notice it…

It didn't take them long to find the baby dragon, whom they found in a Stetson hat he hadn't been wearing previously, carrying a ball in his tail and talking to a pony Twilight identified as Junebug, who worked as a florist. What Spike was saying to her as they approached certainly didn't make him feel comfortable.

"Aren't you gonna give me something? You know, like a birthday present?"

"Um, I... I don't have anything," she said to him nervously.

"Well how about those flowers? I'll take those…" He reached out with his claws to take them and he probably would have, were it not for an… intervention.

"Spike!" Twilight caught him on an ear spine with her magic, setting him aside and smiling apologetically to the mare. "Uh, sorry, Junebug, I think Spike might've gotten a little carried away."

"Uh, no problem... H-Happy birthday, Spike!" she wished, heading off elsewhere.

"What are you doing? You're out here demanding gifts now?" she asked of him, when she let him go.

"Just because it's your birthday, you don't have the right to just take what you please," added Dusk. "I know it's your first one in Ponyville, but doesn't mean you can just expect to receive more from the ponies here."

He shook his head, like he was breaking out of a trance.

"Wow, you're right, Twilight. You too, Dusk. I don't know what got into me. Thanks for snapping me out of it. I'd better go give Cheerilee her hat back," he said, pulling off the head wear in question.

Twilight smiled in understanding. "No problem. See you at home later?"

"Sounds good! Bye!"

"It's a shame about the hat," said Dusk, as they left him to it, "it looks good on you."

"I know, but thanks anyway! Bye!" He waved them off, until they turned a corner, out of sight.

"So, he gets the whole day off, I assume for his birthday?" asked Dusk.

"That sounds fair to me. You don't mind a little extra work?"

"Not at all," he replied.

"Good, thanks." She glanced back in Spike's direction. "I'm glad that we came along when we did. I hope this birthday stuff doesn't go to his head."

Dusk was going to make a joke that he was her child, not theirs, but remembered her reaction before and thought better of it. He just settled for a nod and walked with her to the library, to return to work.

* * *

Arriving on time, as always, Dusk walked into the library expecting a return to normality. Spike hadn't returned since he and Twilight had spoken to him, but they didn't think much of it. They just assumed he was out enjoying his birthday and went on as normal, albeit without his presence. He'd had a few extra duties to do in the dragon's absence and he didn't advance very far in the conjuring, so Twilight had just settled to spend the day taking it easier than normal.

While they might not have been entirely comfortable out in public, in private they discovered they were a lot more comfortable with each other, a fact Twilight confirmed was perfectly normal in a book she picked out. They just spent it resting on the couch, snuggled together, talking, reading or just enjoying a comfortable silence. When Spike hadn't come back in the evening, they just ordered pizza and ate at the library.

Apart from that, there was nothing too remarkable and Dusk had enjoyed every minute he'd spent with her. Awkward moments had been rare and they just took happiness in each other's company, without needing to worry about prying eyes or Spike's complaining, things that often ruined the experience for them. Walking into the library that morning, he expected a day just as good as yesterday.

How wrong he was.

He noted their absence and called for them. "Twilight? Spike? Hello?" They were usually awake by now. Where were they?

"Dusk! Quick, up here!" came a worried call from Twilight. "Something's wrong with Spike!"

He galloped up in a heartbeat. "Wrong as in he ate too much caaaa… by Celestia!"

When he'd left Spike yesterday, he'd only come up to his chest in height. Now, like many other stallions before him, he towered over Dusk, his body, arms and legs having greatly lengthened in height.

Spike looked to be examining is new limbs, while Twilight had several books open to look for a solution.

"Dusk! Do you know what's happening to me?!" asked Spike.

"Apart from a massive growth spurt, no." He looked him up and down. "I'd say this is just you growing up, but this happened in days… it doesn't seem possible."

"That's what I was thinking," agreed Twilight. "Now Spike, what happened yesterday when we left you?"

"I went to talk... to..." His eyes glazed over and they wandered around the room, like everything in it was something precious.

They finally settled on a globe and he stumbled over to it, spinning it around idly with his claw.

"Spike? Spike?" Dusk danced a colour shape in front of his face. "Who did you talk to?"

"Oh, um... I don't remember. Hey, can I have that globe? You're not using it, right?"

Before either of them could answer, he took it with his tail and crawled up the wall like… well, a lizard. He deposited it on a pile of random items, including one of the horse sculptures from downstairs, a gramophone and a rubber chicken, among many other things.

"What about this book?" he asked, taking a blue-bound volume.

While Twilight teleported up to take the book from him, Dusk walked over to the books she had open and scanned the pages. It was bestiary, open at dragons. It detailed an entry by a pony called Phoenix Wing, a studier of dragons and appeared to relate to what was happening here.

"Spike, I'm worried about you. You're usually not so... grabby!" Twilight was saying.

"My arms aren't usually this long either." He shot his head up when Spike's voice dropped by several octaves. "What's happening to me?"

"This might have something to do with it," informed Dusk. "An excerpt here details an apparent link between dragon maturity and something to do with… greed, I think."

"Well, what else does it say?" asked Twilight.

"That's it, I'm afraid," he reported. "This is just a reference point from another book, somepony called Phoenix Wing and the full book is a Canterlot exclusive."

"Phoenix Wing… that sounds familiar." Twilight thought for a moment, but snapped out of her reverie when she remembered what was happening. "Never mind, it can wait. For now, I think we should take you to a doctor."

"Um, Twi?" She looked urgently at him. "Just saying here, but… considering how rarely ponies interact with dragons, considering our general relationship with them, I don't think going to see a doctor would help here. I know I wouldn't know where to start."

"I see your point, but who do you suggest we see then?" she asked. "We need to get some kind of help for him!"

Knowing they needed a solution, Dusk delved into his mind, backing away when Spike tried to make a grab for his hat. A doctor wouldn't help and he doubted a vet would either, nopony who wouldn't know about what was happening here. They needed somepony with other knowledge and experience, one who would most certainly know what was happening here.

He soon came up with a possible candidate and the three of them rushed to the Everfree Forest to find Zecora, keeping Spike from grabbing anymore random items along the way. They stood back while the zebra performed her examination of Spike.

"Ooh, he is starting to mature. Of this fact I am quite sure," she informed.

"Mature? So he's just... growing up? But that doesn't explain why he keeps grabbing things," pointed out Twilight, taking a vase from his grasp.

The alchemist crossed over to her cauldron, depositing a green powder into the murky water. As she spoke, a simularcra of Spike acted out her words, glowing green on the shimmering surface.

"A dragon's heart is prone to greed, a steady diet to make growth speed. Then, the resulting bigger size only makes their hunger rise. If this trait should go unchecked, if Spike continues to collect more growth will certainly occur – he is going to turn into a monster."

"So that's what that passage meant," realised Dusk.

"You mean the more things a dragon collects, the bigger and greedier he gets?" Dusk raised an eyebrow at her rhyme. "But how do we stop him before he's completely out of control?"

"If I may," brought up Dusk, "it seems like we just need to stop him gathering more items."

"That makes sense, though that might be difficult."

"Why?" He looked around to see that, while they were in-depth in discussion, Spike had taken everything in Zecora's hut, much to the displeasure of the zebra. "Oh…"

"We'll get it back, now come on, let's get after him! Dusk, you track him," she commanded, galloping out.

"Right away." Creating a colour puppet, they both followed it back to Ponyville.

As they ran, Dusk felt a tug of sympathy for Spike, hoping that they'd be able to find him and help him before all of this went too far and he either got himself or somepony else hurt. Being taken over by a monstrous nature like this and being turned into something equally monstrous. It was a fate that nopony deserved.

He certainly knew that much.

They followed the puppet through town, rounding the corner to see Spike in a fierce contest with the Cutie Mark Crusdaers. He was trying to take Scootaloo's scooter.

"You're not getting my scooter!" cried the filly, pulling with all her might.

"Spike want!" he growled in a voice that certainly wasn't his.

Just like his own voice when he… no, not now! Focus, Spike needs help!

"Hey, Spike! Check out this amazing broom!" He looked to see Twilight levitating the cleaning instrument like a treasure.

"What are you doing?"

"Getting his attention."

It certainly seemed to work, as Spike lost interest in the scooter and came charging after them, going through another spurt of growth.

"Okay, what was the second part of the plan?" he asked nervously.

"Run!"

"Right!" They galloped alongside each other, Spike's hisses and stomping feet pursuing them. "Right, now he's chasing us. Forgive my asking, but… how does this help?"

"We need to get him back to the library and contain him there, now move it!"

"Yes ma'am." He shut up and didn't question it further.

Making sure he followed them all the way, Twilight enticing him with the broom, they reached the library to excute Twilight's plan. She held the broom while Dusk held the door, shutting it on Spike when he tried to make a dive for it. The two of them propped up their weight against the wood, feeling it shake when he crashed into it.

"Now?"

"Now, we just keep him in there until he calms down. Hopefully, he'll either revert back to normal size or get a clear enough head long enough for us to fix this," she explained, flinching when he crashed into the door again.

"Right, that's a good plan." Suddenly, something occurred to him. "Um, Twi?"

"Fight all you want, I'm not letting you out!" Then, to Dusk, "Yes?"

"Didn't we just put him in a room… full of books?"

"Yeah, so?" Realisation dawned on her face and they opened the door, to see Spike nestled on a pile of books. "Oh Spike, I just re-shelved this room!"

They removed all the books, Dusk giving Spike an almost pleading look before they shut the door again. He was only met with the greed shining in his green eyes.

"That's no longer a problem then," he said to her.

"Yes, now hopefully, we can keep him there until-" A loud crash resounded in the room they'd locked him in. "What now?"

"I think he's…" They returned to find a Spike-shaped hole in the wall. "Of course he has."

"Right, new plan. I'm going to the farm to find Applejack for her help, you get after Spike and subdue him, in any way you can."

"Non-violently, I hope," he said.

"If you can, but if there's no other way… well, his scales are pretty thick. I don't think anything you do would hurt him much."

"Is that a point in his favour or mine?" He sighed and conjured up another puppet. "Here goes nothing then.

She gave him a worried look. "Be careful."

"I always am," he returned, galloping off in search of Spike.

Following it this time wasn't as easy as before. It kept changing directions, Spike's movement obviously being dictated by the abundance of items for him to add to his ever-growing collection. If he kept getting bigger and fiercer the more he took, Dusk dreaded to imagine the size he might eventually grow to. He remembered that dragon from the Everfree Forest, when he'd run away. No wonder Fluttershy was so scared of them.

At one point, he heard a scream that sounded like her, the puppet taking in that direction until Spike changed again. Regardless, he managed to intercept him from the direction of the cottage. He crashed through the trees, carrying what looked like a chicken coup, with a lot of random items shoved inside. A place to store his 'treasures'.

His lizard eyes locked on Dusk. He'd grown again, now half as tall as the library he worked in. That hungry look took over when he saw Dusk's hat.

"SPIKE WANT!" he roared, reaching out with a free hand to snatch it.

"Oh, no you don't!" He jumped back out of his reach. "Nopony takes my trilby. Except maybe Twilight."

Spike paused for a moment, still staring at Dusk, but there was a much more familiar look in his eyes now. Had he recognised his voice? Did he still recognise him? Only one way to find out, now was his chance.

"You know me, don't you Spike?" he said calmly, keeping his distance just in case. "You wouldn't steal from me, not your fellow librarian. Remember the last time you took my hat? I chased you around the library for half an hour, before I managed to get it back off you. Even Twilight joined in, I remember her laughing, you laughing, while you both ran around with it. It wasn't anything bad, it was all in good fun. Sorry again for hitting you, I didn't mean to."

That familiar look seemed to strengthen from his words. Or was he just being hopeful?

"Spike, if you're in there, listen to me. This isn't you. All this grabbing, stealing, crashing, that isn't the Spike that I know. He would always be making sure that he was on time for his daily nap, making sure Twilight's breakfast is ready every morning, that behind all the laziness and the back-talk is a hard-working, dedicated dragon, who was always ready to do whatever he had to to see if his friends, both in and out of the library, might need his help."

He took a few steps closer. The laughter echoed in his mind again, but this time it was a strength.

"I know how this feels, Spike. To have something else take over you, from the inside. Changing not only what you are, but who you are and driving you to do terrible things that you'd never even think of doing. I know exactly how that feels and it seems like it's stronger, but you can beat it. You can be better than it. You just have to try, to fight it as best you can, to never let it have the strength to return, no matter how bad it might be for you… because it'll be even worse if you do."

Keeping his eyes locked on Spike's, Dusk could see him moving to put down the coup.

"You don't have to do this." He was getting through to him, just a bit more. "Come on, little buddy. My brother in library assistant-ship. We have work to do..."

Then, Rainbow Dash ruined everything.

"Claws off him, scales!" She charged out of the trees and smacked into Spike, full force.

"Rainbow, no! Spike, come back!" But the dragon was already retreating and he knew that his chance had been lost.

"Yeah, you run away." She laughed in satisfaction. "No need to thank me, Dusk. All part of the job."

"Well, I'm glad you're not expecting thanks, because you're not getting any," he snapped. "Do you know what you just did?"

She was taken aback for a moment but, in typical Rainbow fashion, she recovered herself in time to deliver her retort.

"Uh, how about saving your flank?" she replied, just as defiantly. "You know, from the dragon that was about to grab you?"

"That 'dragon' was Spike and I was getting through to him! I was so close, and then you blunder in, hooves flying like you always do and ruin any chance I might have had to talk him down!" he shouted back. "So, if that was what you were expecting thanks for, thanks… for nothing!"

"Come on, you seriously think you were gonna talk him outta what he was doing?" she asked incredulously. "He's out of control and snatching anything he can get his claws on, he's not gonna want to stop for a nice chat and some tea! There's only one way to deal with something like that and that's with these." She smacked her hooves against each other.

"Rainbow, you…!" He turned away and kept back his retort.

Realising he was getting angry, quite uncharacteristic of him, even in a situation like this, Dusk calmed down and turned back to Rainbow.

"Rainbow, you weren't here," he responded in a more level voice. "I was actually managing to get through to him. He knew me, he recognised me. If you'd waited a few minutes, I'm confident he would have calmed down and reverted to normal."

"Oh come on, seriously? You don't know that," she dismissed. "He could have just as easily been leading you on, so he could swipe your glasses or whatever. You really need to know when talking's failed and fighting won't."

"I do know when that's appropriate and that wasn't one of those times," he said resolutely. "We can't just assume the worst about everything, even the worst of situations. We have to believe that there is always a chance to find a better way, without resorting to violence."

The Pegasus shook her head in disbelief. "How come you're always like this? Why is it with you that, even when it looks like they aren't gonna back down, you gotta try and talk your way out of it? I've seen you fight and you can, you were trained by Luna to use your magic to fight. Why didn't you?"

"Just because I can, doesn't mean I should." He was still frustrated with her, but he kept his voice level. "We can't devolve every situation into a physical confrontation. We're better than that, all of us. We have to try… I have to try a more peaceful solution, even if I do have the chance to fight back if I wanted to. That is, and always must be, a last resort, because if we just decide to do that, then… how are we any better than the creatures we're fighting?"

Rainbow opened her mouth, but closed it again, her expression still a dismissive frown, but not as resolved as before. She looked to be in conflict with her personal views and his own, but he couldn't really be sure. In the end, she settled for shaking her head and sighing.

"Ugh, we don't have time for this! We need to try and catch up with Spike, before he swipes anything else or grows any bigger."

"I agree," he said, willing to put aside this argument. "Where's everypony else?"

"Twilight, Fluttershy and Applejack should be right behind me, I just chased him through here and found you," she reported. "We'll need to take him down together and try to find a way to shrink him, hopefully before he sets his eyes on anything else."

"Okay, we'll wait here for them and-" A shrill scream resounded in the distance. "That sounded like…"

"Pinkie Pie," she finished, just as the others arrived. "You guys hear that?"

"We did. Did you manage to handle things, Dusk?" He shook his head in response to Twilight's question. "Well, I'm sure you tried your best. Come on, let's go before he takes anything else."

He was about to follow them, but Twilight's words got him thinking, predicting where Spike might try and go next. He'd essentially become a thieving monster now, much to his sorrow, but he was still Spike and he was bound to have more of Spike's memories, his emotions… his desires. Some stronger than others…

"Dusk? Dusk, what's wrong?" asked Applejack.

"Yeah, come on! We don't have time for this!" repeated Rainbow urgently.

"No, we don't…" Deciding what to do, he turned tail and galloped in a different direction. "You all go and help Pinkie!"

"Wait, where are you going?" asked Twilight. "We need your help too!"

"I know and I'll give it, but I think he'll know where he'll go next!" Urgency gripping him, he increased speed and galloped through town.

If there was still some of Spike in there, then Dusk had figured out that of all the things he could steal now with his heightened greed, there would be one thing above all else that he would desire. One thing that he knew he would try to take. Or rather, one pony.

He just hoped she was at home… and that he wasn't too late.

He soon saw the Carousel Boutique and burst through the door, hurrying upstairs to find the pony he'd been looking for, dressed in her new cape and standing in front of the mirror.

"Why, Dusk, hello!" greeted Rarity. "What do you think, hm? Do I not look positively fabulous? I still think it needs a little more ruffle, but I'm not sure if-"

"Rarity, I'm very sorry to interrupt," he cut off, "but this is an emergency and I need you to come with me."

"Why? Whatever's the matter?" She noticed the worried look on his face, his harried expression. "Has something happened between you and Twilight?"

"I beg your pardon? No, noth-"

"Dusk, you don't need to hide it from me, I can see how frantic you look," she replied gently. "What happened? Awkward talk? A fight? Oh no, tell me you didn't break up with her?!"

"Rarity, no, it's not-"

"Oh, I think I know. Dusk, I am very flattered that you might take an interest in me, but need I remind you that you are already in a committed relationship? I didn't take you for the kind of stallion who would go for other mares on the side!"

"No, I haven't-"

"Oh, it's worse than that, isn't it?" She suddenly let out a loud gasp. "Dusk, how can you… don't tell me that you… you've only been together for a few months! Tell me you at least used protection!"

"Rarity!" Concerned with how red his face might be from all of that, he finally managed to get a word in. "This has nothing to do with me and Twilight, this is about your safety. Quickly, we need to go, please!"

"Why, whatever for?" The answer to that question came with the ground shaking in regular, rhythmic intervals. Like hoofsteps. "Am I to assume that some form of gigantic beast is attacking our fair town?" He nodded. "And that, whatever it is, it is venturing in the direction of my boutique?" Another nod. "Ah, I see your concern. Lead on then, good sir."

They hurried back downstairs out of the dress shop as the steps became louder, the ground shaking beneath their very hooves. He spotted a nearby bush and led Rarity to it.

"Quick, get down!" he told her.

She stared at it in revulsion. "Dusk, you cannot be serious. I'll get twigs and leaves all over my fur and mane. I might rip my cape!" A deafening roar echoed in their ears. "I suppose, desperate times and whatnot."

With added speed, but still some reluctance, she hid in the bush and Dusk beheld what was making all the noise, now staring in through the windows of the Boutique.

Spike had now greatly increased in size and was about fifty-feet tall, a huge monster bearing down on Rarity's home and business. He carried what looked like the town's water tower, stuffed full of items that he had been grabbing from around town. Even he was starting to doubt how he could ever return to normal size after this.

He stood up from the Boutique and roared in frustration at the absence of his prize. So, he was right.

"Is that a dragon?!" Rarity whispered. "What in the world is it doing here? Why has it come for me?"

"Rarity, don't tell me you don't recognise who that is. He inspired you for that cape you're wearing."

Her eyes widened in shock. "Spikey-wikey?! But-bu-bu-but how?! When did he get so big?"

"That's a long story." He turned to see Twilight and the others had arrived on the scene. "Are you okay, Rarity?"

"I am. Admittedly, I'm a little shaken, but I'm otherwise still fabulous."

"You predicted Spike would come for Rarity?" she said to Dusk admirably. "Good work, looks like you were right."

"Well… it was kind of obvious, really…"

"Mighta bin, but the rest-a us sure as hay didn't see it," noted Applejack. "We only jus' got here. If we hadn't figured it out, we'da had a mighty hard time gettin' him ta put her down."

"Exactly. Good thing you got her out in time," added Fluttershy.

"Thanks…"

"Indeed. He should know that I'm not the kind of mare that appreciates such things. He should at least buy me dinner and flowers first."

"Sugarcube Corner… it was horrible… all that cake!" Pinkie whipped her head to Spike. "You maniac! You smashed it all up! Darn you! Darn you to heck!"

Nopony chose to comment on Pinkie's outburst.

Rarity gazed pityingly up at him. "Is there no way to get him back?"

"I don't know. I've tried, but I was…" He stopped when another thought occurred to him.

Spike had been driven enough by his former self to come here, even now he was like this. He'd managed to talk to him and had almost succeeded. Could it be possible if…?

"I know that look," said Twilight. "That's your 'I've-just-had-an-idea-but-I'm-not-sure-it'll-work ' look. What is it?"

"It's just… I tried talking down Spike before and it almost worked, until I was… interrupted." Rainbow just snorted. "I still think it might work, but not if I try, or even you Twilight."

"Then who?" Rarity's answer came in the form of everypony turning to look at her. "Me?! But that's… how can you be sure that I shall succeed?"

Twilight bit her lip and looked to Dusk, who nodded, knowing what she was thinking. "Rarity, this is meant to be a secret, as hard as that might be to believe, but… Spike has a… well, a crush, on you."

Rarity blinked. "Well, I knew that." She looked around at their bewildered looks. "What? I did. It's really rather obvious, when you think about it. You all seemed to know, from the look of it. Why not I?"

"Then… why didn't you say anything?" asked Dusk.

"I didn't feel there was any need to," she replied. "I thought it was rather sweet, how he was always wanted to go out of his way for me. Who wouldn't?"

"Ya mean, you were usin' him?" Applejack shook her head. "Rarity, even ah thought you were better'n that."

"No, no! It's nothing like that! It's just that I… well, I…"

Dusk frowned at the fashionista as she struggled with her words. Either she was lying and she had just been using Spike's crush on her to get him to do things for her or… maybe, there was more to it than that.

"We can talk about this later," cut in Dusk. "Right now, we have an enraged dragon tearing through our home and we need to prioritize."

"Dusk, for the last freaking time, talking to him isn't going to work! He's past that!" Rainbow pointed overhead. "Look, here come the Wonderbolts! They can handle this."

"I hate to agree with Rainbow, but I fear she's right," agreed Rarity. "I don't see how Spike's crush on me might revert him to normal."

"Rarity, I don't think you realise how much it means to him." Surprisingly, it was Twilight who spoke up. "He really thinks the world of you and he can't stop thinking about you. After you gave him that kiss, he didn't wash his cheek until the following morning and even then, I made him do it. And, through all his rage and greed, he still remembered you and came for you. I think that speaks volumes about all this."

"But, Twilight… how could you possibly know?"

"I do have some experience, even if it is recent. You of all ponies should know that." She and Dusk smiled warmly at each other.

"You have to try, Rarity. What do you have to lose?" asked Dusk.

Rarity furrowed her brow in thought, though her expression remained soft. She looked down at her cape, then at Spike, who was still raging nearby. There was something in her eye that Dusk couldn't really make out.

"Very well then. A lady knows when to do her duty." She rose from the bush and stood proudly. "For Spike, I will try. Wish me luck, everypony." She turned around, took a deep breath and walked off towards the towering dragon.

"This is so stupid," muttered Rainbow. "How can you even think this'll work?"

I don't know, Dusk thought, as Rarity neared Spike. But we're about to find out. The dragon let out another roar, his head spines reduced in length, the Wonderbolts absent from the sky. He hoped they were okay. Through it all, he didn't see Rarity walking towards him, not even when she was right at his feet.

"Spike." That was enough to silence him, even above the din. "I understand you've been looking for me. Well, here I am."

He turned his head to look at her, that greedy glow returning to his eye, stronger than ever… along with a glimmer of that familiar light he'd seen before. He reached out for her, but she raised her hoof. Remarkably, that made him stop as well.

"No, Spike. Come now, I know that you know better than to press one's intentions on a lady like that. It's one of the things I like about you. One of the many things, in fact." She let those words sink in before continuing. "I know it feels like you want to take everything you can see, being driven by whatever it is that's making you do this, but you have to know that you're better than this. I've seen it." She removed her cape, revealing her fire ruby necklace. "You gave this to me, remember? One of the kindest, most generous acts I've ever experienced. You could have just as easily kept it and eaten it for yourself, but instead, you gave it to me. Your generosity was the greater gift to me than this."

Spike was dumbstruck, staring at the ruby, not with greed…

"I know the real you, Spike. I know how generous you can be, not just with this, but with the free time you give up to help me around my home. I know how much I… I like spending that time with you, the sweet little thing you are and I know that you would never, ever do something like this to your home, to your friends… to me." She reached out with her hoof, brushing against his scales. "Come back to us, Spike. Come back to me…"

The dragon seemed paralysed from her touch, raising a claw to touch his cheek. The spot where she'd kissed him. All of a sudden, he shook and grimaced visibly. A second later, he reduced in size, right back to where he'd started. It had worked!

And he was now fifty feet in the air, with nothing to stand on.

"What the… uh oh."

Gravity seemed to remember what it was supposed to do and he started to plummet towards the ground, screaming all the way. Before any of them could hurry forward, the blue of Rarity's magical aura surrounded him, carrying him gently back to the ground.

"Spikey-wikey, you're back!" She caught him in a tight hug. "Oh, I'm so glad you're okay!"

"Heh, me too…" He cast his gaze to the town, to the Boutique with its missing roof. The guilt was very clear on his face.

Rarity didn't miss it. "Spike, I just have to tell you how absolutely proud I am of you."

"Proud of _me_?" he asked in disbelief.

"Yes. It was you who stopped... w-well you, from destroying Ponyville. You are my hero, Spikey-wikey!"

"R-really?" he shifted shyly on his feet. "Well, I kinda had help…"

"Fair enough, but I was happy to help regardless. My little hero." She rewarded him with another kiss on his cheek. "Now, I'm going to need some help fixing the damage that some brute did to my home. Can I count on you for that?"

"As always, m'lady," he replied with a bow and a grin, eliciting a titter from Rarity and a shared cheek nuzzle between the two of them.

"Well, ah'll be, that worked!" Applejack noted.

"I'm so happy! I'm still mad about Sugarcube Corner, but I'm also so happy!" Pinkie was now alternating between an angry glare and a soppy look at Spike and Rarity.

"I think we're going to be occupied for a few days," remarked Dusk, looking at the state of their home after Spike's rampage.

"It'll be fine, so long as we all work together. Besides, we have two of the most accomplished unicorns helping out, so it should be done in no time," she added.

"I don't think that Trixie is as great as she thinks she is." She looked pointedly at him. "Oh, right, me! Oh… right…"

"You knew exactly who I was referring to." She shyly nuzzled his cheek.

"Maybe, maybe not." He nuzzled her back and turned around. "Well, Rainbow, I know how much you hate losing, but I want to say I'm so…"

But she wasn't there. She'd gone, not even without giving a hint that she was leaving.

"Hey, where'd Dashie go?" asked Pinkie.

"I don't know. I might have some idea, but…" He trailed off. He had spoken so quietly and everypony was so caught up in their triumph, that they hadn't heard him.

For once, he was thankful of that.

Yeah, I'm a Sparity fan, what can you do?

Next time, let's see if Rainbow's little… issue is solved.


	17. Keep Your Hooves Off

**Keep Your Hooves Off**

After taking some time out of his break to help with the repairs around town, in the aftermath of Spike's rampage of greed the previous day, Dusk was starting to make his way back to the library. Fortunately, Spike hadn't done a great deal of damage in his gigantic form and, thanks to everypony working together, they were well under way.

Looking around, watching as Pegasus ponies used their wings to lift up bricks to others, earth ponies using their inherent strength to lift heavy loads and unicorns assisting in work with their magic, he was reminded ever more of the reason why he loved it so much here in Ponyville. Everypony knew everypony and were all willing to help their neighbours, if and when they were needed. Nopony was left out, sect or gender didn't matter and it was the true magic of friendship in everyday life. It wasn't something that needed seven magical items to show.

At the same time, however, he was also reminded of what he also had to cope with and keep hidden, for the sake of his home and friends. Spike had let his greed grow out of out of control and, as a result, had destroyed parts of the town in the process. The destruction wasn't as bad as it could have been and nopony had been badly hurt, though the Wonderbolts were left a little shaken, but it still served as a message in his mind to never let his own more savage side roam free.

It could be said that he had found another kindred spirit in Spike. Not entirely true. Few others knew of his pain, but everypony knew of Spike's. Most didn't feel too badly towards him, that was just the way of Ponyville, but that was probably because nopony had been badly hurt and the things Spike had stolen had been returned. Blackhole wouldn't be so lenient if he ever got out and he wasn't interested in taking what others had… at least, nothing material.

He heard the growling in his mind again and suppressed it. Still there and he would never go away, but he could keep a smile… keep him away.

"Dusk, oh thank goodness!" He turned at the sound of Fluttershy's voice to see her hurrying up to him, looking quite frantic. "I need your help… if you don't mind, that is."

"You shouldn't even have to ask that, little sister," he smiled in comfort. "What's wrong?"

She looked visibly relieved. "Oh, well, I was sorting out my animals in the wake of Spike's um… you know. When Angel, while I was looking the other way, he ran off… into… into…"

"The Everfree Forest," he finished. "It's okay Fluttershy, I'll help you find him."

"R-r-really? You will? I mean, you don't have to, but um…"

"Like I said, it's okay," he repeated. "The Forest isn't exactly the most hospitable of environments, I understand. I'll go and find him, you wait at your house."

Fluttershy's face broke out into a smile and she hugged him. "Oh, thank you so much, big brother! Are you sure you don't want me to… come with you?"

He smiled a little at the squeak she finished with. "It's not a problem, he couldn't have gone very far. He's just trying to wind you up. I'll go in, find him and get out."

"Right, that's what I'd do too… if I were brave enough to go in, that is…"

He gave her a comforting smile, which seemed to raise her spirits a little. She told him roughly where the rabbit had run off to and Dusk set off towards the forest, quelling the fear that threatened to take over. He was doing this for a friend and it wouldn't take long. Any creatures that he did come across he would be able to fend off with his magic, though it hopefully wouldn't come to that.

That rabbit was more trouble than he was worth.

Even if he could handle himself, for the most part, he would have preferred it if he had some company with him in the Forest. Surprisingly, he got his wish, though not as he expected.

"Hey, there's my partner in colour!" He managed a smile in the direction of Rainbow Dash, who had started flying casually next to him. "What are you doing this far out?"

"I'm going to retrieve Angel from the Everfree Forest," he told her. "Admittedly, not what I'd normally be doing, but for my friends… well, you know."

"Everfree, huh? Well, say no more, Dusky. I'll head along with you and watch your back. It'll be dangerous, I know, but you can count me. You can _always_ count on me." She threw him what she probably thought was a flirtatious smile, but it just came off as her usual cocky one.

He politely returned it. "You don't have to go to the trouble, Rainbow. I'll be fine by myself, I won't be in there long."

"It's no trouble if it's to help my friends, especially if it's you," she said, broadening her smile and flexing a little bit.

"Right…" He raised his eyebrow a little bit at this. "Well, if it's no trouble, let's go then."

"Sure, right, yeah." Her confident tone was gone there for a bit and her cheeks were red as they both proceeded towards the Forest.

As they walked, or flew in her case, Dusk kept an eye on her out of the corner of his, noticing her taking lingering glances at him, her face still tinged with crimson. He kept his eyes off her, not encouraging her like he'd been advised.

Rainbow's sudden disappearance yesterday hadn't gone unnoticed, especially by Dusk's romantic advisor. Like him, Rarity had been noticing Rainbow's increasingly strange behaviour around him and had told him what he already knew, but didn't really want to admit: she was interested in him. In that way. She couldn't explain why she'd suddenly left like she had, but she could tell him that much and Dusk wasn't exactly content with that.

Both of them knew one certain thing about Rainbow. She didn't like to lose, which was probably why her romantic feelings were increasing. She may have had these feelings before, but had perhaps just assumed that Dusk would eventually come to her, because she was just that 'awesome'. Now that she'd lost him to Twilight, she was becoming more agitated as a result and unsure as to what to do, probably torn by her loyalty to her friends and her feelings for Dusk.

Simply put, Rarity had advised him to make it very clear to Rainbow that he wasn't interested in her in the way she was in him and to confront her about it, if need be. That was something Dusk wasn't too eager to do. Even though he knew Rainbow was tough, he didn't want to hurt their feelings and make their friendship awkward. He just decided to try and show signs, like Rarity said and hoped she'd come to her senses before long.

He probably could have done with some different company in the forest, but he'd just put up with it. He kept his eyes resolutely fixed on the forest ahead and not the increasingly agitated Pegasus flying alongside him.

* * *

Dusk's attitude was really starting to grate on Rainbow's nerves. She'd attempted a fly-by a few times to get him to notice her, but apart from that polite smile of his that always just made her mind go blank, he just wouldn't pay attention to her. Why wasn't he looking at her?! She knew that he was with Twilight and that those two looked like they were doing okay, but that wasn't going to stop her from having one last shot at this herself.

When she first met Dusk, she hadn't expected anything like the unicorn Twilight had told them all to be nice and welcoming to. Sure, she'd be nice to him, but he sounded like a stuttering geek to her, something she wasn't that impressed by. Then, she'd seen his magic and thought it was pretty cool, as she'd said. Not to mention that he was alright to look at, even if he was a little skinny and stuttered more than Fluttershy talking to a crowd. Or even to them. She never actually thought she'd go for the guy.

Then, he'd gotten better. He stopped stuttering, mostly anyway and become more confident. She discovered that he could kick flank if he needed, even if it was a little clumsy and uncoordinated. He smiled more, he thought that she was cool, something she always thought, but was made better coming out of him. He became an Element of Harmony, a student to a princess and that just raised his coolness levels to Cloudsdale heights. Even if he became a little more geeky with his increased studying and wearing glasses.

But there was something else about him too. Despite how obviously cool and athletic she was, there were times when he managed to make her unable to look as cool as she usually did. He could talk his way out of a problem she probably would have just thrown her hoof at, look at a problem another way and come up with something way better than what she thought of. He could prove her wrong. Normally, she didn't like that but, when it was coming from him… she just didn't know what to say.

That was why she'd left yesterday, because he'd done it again. This time, it was proving not only that they didn't need to fight giant Spike, but that it was the dragon's crush on Rarity that had been strong enough to solve the problem. So she'd gone home, thought about it for a while and decided that if Spike's crush could turn him back to normal, then with her own and how awesome she was, she could easily win over Dusk. It would be easy.

So, why didn't it seem to be working?

"Right, here we are then." She watched intently, while Dusk conjured a puppet of Angel. It didn't move with the same speed as others though. "I thought this might be the case…"

"What's up? Can't you use your thingy to find him?" She hoped that she wouldn't sound stupid.

Wait, why should she be worrying about that?

"My emotional connection to Angel isn't as strong as it is with you girls, not in a positive sense anyway."

"Yeah, there's not exactly a lot of reasons to like that long-eared jerk," she commented.

"Not really, no," he replied with a smile. Rainbow allowed one of her own at this small victory. "I can still track him, but it won't be as precise as it normally is. I would suggest keeping an eye open for him, just in case."

"Sure thing." She decided to be bold and flew in a little closer. "Good to know that you can always find me, when you need me. Know what I mean?"

"I think I do…" He took a few steps away, but Rainbow did notice a slight redness in his cheeks. "Let's get going then."

She seethed a little bit from this lack of response and followed him in. Still, they were alone now. Here was her chance to try and win him over. Twilight couldn't complain if he changed his mind and chose her instead. It would be his choice, she couldn't do anything about it.

"You and me are more alike than I thought, Dusk. We're both gutsy and we don't leave our friends hanging," she tried, putting on her confident air.

"I suppose we are." She couldn't tell what he meant by that, but she tried to get in the message further.

"Not only that, but we both have our way with colour. I know that your stuff isn't as spectacular as my sonic rainboom, but I always said that your colours were pretty cool, especially now you're making them better. That's something else too, we're both training ourselves up to be the very best. I know I'm already good, but you're definitely getting up to my levels too," she said appraisingly.

In her eyes, having a pony compared to herself was quite compliment. Dusk knew that too and he'd be sure to get the message this time.

"Thanks for saying but… I still need to improve quite a bit," he said modestly. That could be a little annoying, but she didn't mind it all that much.

"Not that much. When you're done, I wouldn't be surprised if you became the most magical unicorn in all of Equestria," she complimented.

"Rainbow… I um…" Good, she had him in an area where she could press her advantage. He was the one stuttering, not her. As it should be.

"Then, once I become a Wonderbolt, you and me will be look great. The greatest flyer in Equestria with the greatest um… magicer thingy pony." She recovered from that little slip-up as best she could. "That sounds good, doesn't it? You and me?"

"I… suppose but, I don't think I'll be as powerful as Twilight. Her magic is more potent than mine and she's had more training than I've had. I'll still do my best though," he added brightly.

Now they were getting into Twilight territory. This wasn't good. "Yeah, but… I still think that…"

"Of course, I have no doubts at all that you won't become a Wonderbolt," he added. "You are definitely the greatest flyer I've ever seen and they'd be insane not to accept you at the academy."

"I uh… well um… thanks." No, he got her stuttering again! This wasn't the way it was supposed to be going!

"No problem, I always have faith in my friends," he replied. "I think we might be getting close now…"

"A-and another thing!" she said, a little loudly. "We don't only act cool, we also uh… both look good, am I right? You know, windswept mane, sleek body, great hooves, not all bad. In fact, I'd say definitely all good."

She posed to emphasize this and glanced to see Dusk staring at her, but also trying not to. He looked to be opening his mouth to say something, but couldn't get the words out. Blown away, just as she'd intended. Good, she had him on the ropes again. She was back in the game.

"Not only that, but scruffy mane, cool hat, slim, good-looking." She dared to wink and locked eyes on him. "Quite a set, aren't we?"

"I um… uh…" She had him now! But then, he looked away and recovered himself. "Thanks for the um… the compliment, Rainbow but um… I'm not really that impressive… as looks go, I mean."

"Not from what I think," she said, trying to recover it. "I think you're pretty ho-"

"Thank you, Rainbow," he cut off, a little sharply, "but I really don't think I'm all that spectacular. You're quite um… attractive though, so I won't dispute that."

Yes, he thought she looked good! Maybe she hadn't lost this! "And…?"

"And… thank you, again, for the compliment, though I'm sorry I had to dispute it a little. It's nice to know my friends seem to think I'm decent enough." He gave her a friendly look, though his blush lessened. "Right, back to finding that rabbit…"

He started walking off again, the Pegasus trying to contain her frustration. She'd had him, she'd almost had him in her hooves, but he'd slipped out! How could he resist her?!

"Rainbow, can I ask something of you?" Wait, maybe she'd seen it wrong. This might be it!

"Oh yeah, sure. You can ask _anything _of me, Dusk," she said, joining him close by. "Just say the word and I'll do it."

"I wouldn't ask, but I can't track Angel any further. He's somewhere in this area, close-by in fact, but we'll need to search for him manually. Can I ask that you search the area on the left, while I do the right?"

"What?! That's it?! But I thought that… that you would…!"

He was taken aback by her outburst. "Sorry. If you're not happy with that, we can stick together but… I just think it might be quicker if we divide ourselves up, spread out and search. Unless you… wanted to try something else?"

Rainbow couldn't argue with that, much to her frustration and just let out a disgruntled sigh.

"It's nothing. I'll go look for him here then…"

"You sure you're okay?"

"Yeah, yeah, whatever." She hid her disappointment by darting off and pretending to scan her eyes over the bushes.

"Right… let's not take long then." She glanced around as he actually started searching, now and again referring to his puppet.

Once he was out of earshot, Rainbow slammed her hoof into a nearby tree, cracking the wood a little, sending some startled birds flying and earning some angry chittering from a squirrel. It was all she could do to stop herself screaming. What the hay did she have to do to get this pony to like her?! She'd tried everything she could think of with him, everything to make her stand out and look like the better choice, but it still hadn't worked!

She thought, as hard as she could, of some other way to get Dusk to notice her, to like her! There was something, there was always something! She always came out on top and this would be no different! Maybe she could… or even… or perhaps… no, nothing she thought of seemed clear or good in any way. She tried to telling herself that she could do it, that she could win him over if she just tried a little harder!

She could do it!

In the end though, she just sighed and hung her head. While she hated losing, she also knew there were times she had to recognise she was beaten, even if she didn't like it. She could argue about it, fight about it even, but not this time. While she did really like Dusk, she also didn't want to show herself as a selfish jerk to Twilight and Dusk and risk losing them as friends. She'd been as subtle as she could with her feelings, but Dusk either didn't notice or just wasn't interested. She couldn't show herself now without actually kissing the guy and he knew neither he nor Twilight would be happy with her.

They might be eggheads, but they were also her friends and she didn't do things like that to her friends, no matter how much she wanted to win. She'd already tried that with Applejack and they'd both lost as a result. She'd learned her lesson and, while she really wanted Dusk as her coltfriend, she didn't want to lose him as her actual friend. He might be grateful if she found Angel before him, but it wouldn't win him over.

She didn't know what it was that Twilight had that she didn't, but it was obviously something that had won over Dusk for her and not Rainbow. Whatever it was, she didn't have it. She didn't like thinking this, but maybe it was time to quit… the thought hurt her a lot more than she thought and she screwed up her eyes to keep the tears back.

A small sound reached her ears, enough to raise her head. She looked around the forest. Nothing. She went to lower her head, but she heard it again. Louder this time. Then again, louder and closer. It sounded like the ringing of a bell. A tiny little bell. Or a load of those bells, ringing at once.

Her first thought was that it might be dangerous and she raised her hooves to defend herself, but she heard the sound again. That little ringing of bells. She lowered her hooves. How could anything that made a noise so… well, pretty ever be dangerous? She scolded herself for thinking of such a sissy word, but that's what it was.

Pretty.

Her ears followed the sound, as it seemed to be getting louder. It guided her body towards it. She wasn't even sure of what it was, but she just knew that she had to find it. There it was again, louder just like before. Where was it coming from? From that tree? No, from that bush… yes, the bush. Cautiously, but with more curiosity, she peeped her head through the bush, trying to get a glimpse of what might be making the noise.

She saw something. It looked like a bright light. A small ball of light, darting around in front of her face. Was it some of Dusk's magic? No, it didn't look like it. She thought she could make out something in the light… a shape. Like a body.

The ringing sounded again. It definitely came from this thing. Suddenly, it darted at her. She thought of trying to run, to fight, that it indeed might be dangerous. It flew right into her face, she shut her eyes, moved to bring up her hooves.

"Agh! Get away from me you… you…" But she couldn't hear anything else.

Still with some caution, she opened her eyes to see that it had gone. There was no sign of it in the bush's leaves or branches. She stuck her head out of the bush and looked around. Nope, still nothing. Maybe she'd scared it off. Too bad, she was a little curious to know what it was.

"Rainbow? Rainbow! I found Angel! Where are you?" The sound of Dusk's voice made her turn her head.

Maybe he would know what it was, he was quite brainy… really brainy, something she liked about him. Really liked.

Her eyes widened and she shook her head. No, no. She wasn't meant to think of Dusk like that anymore. He just wanted to be her friend and, as much as she didn't like it, she had to try and accept it.

"I'm over here!" she answered. "I'm fine, nothing came after… me."

Her voice trailed off when Dusk walked into the clearing and everything else was driven out of her mind. She didn't care about what that weird light was or where it had gone, barely noticed the struggling rabbit held in the aura of his magic. All she could focus on was the stallion standing in front of her.

She was reminded, in that instant, why she wanted him so much. The way his teeth glinted when he smiled, that slim, attractive body and his chiselled, perfect face. His hat had come off, allowing the wind to blow through his mane. It was so wavy and sleek, she just wanted to run her hoof through it, to feel how soft and coarse it no doubt was. His lips seemed to beckon to her, call to her to grab him and crash her own against his and show him just what-

"Rainbow? Rainbow, are you okay?" That voice was sweet music to her ears, even better than feeling the wind whipping through her mane at top speed.

It was so alluring, she could listen to it all day, telling her how awesome she was, both in the air and in-

She suddenly realised what she had been thinking and mentally slapped herself. Where the hay had all of that come from?! She had just decided not to go for him anymore, now she couldn't stop staring at him. After all, who couldn't stop staring at this handsome, hunk of a stallion, who… no, no! Stop doing that!

"I'm fine!" she replied, in a high voice. "Totally fine, yeah. Nothing wrong at all. Everything's great with me, after all, it's me. Why wouldn't it be?"

He was looking at her with concern. He really cared about her. If he cared about her, maybe he liked her and even then, maybe he loved… no, no, no, NO! Stop it!

"Are you sure you're…?"

"What are you talking about?! I wasn't staring!" She shoved her hooves against her mouth, too late, her cheeks flushed red.

So were his. Celestia, he was so cute when he did that. "I… I didn't even-"

"Whoa, would you look at the time?" she interrupted, looking at a non-existent watch. "Nice seeing you, Dusk, but I really gotta get going. Later!"

She sped off, like she knew she could, to get back to her house and away from him, barely even hearing when he called after her. Calling her back, so that they could… no! She had to control herself and, to do that, she had to get away before she did something stupid.

When she arrived back at her home, literally crashing through the cloud wall, she thought that was the end of it. She tried to distract herself, working out with her weights, shooting some laps around the sky or just taking a nap. Anything to stop thinking about him and, when she did, she would give her head a hard smack and tell herself to stop doing that.

But when she was lifting the weights, she started to think if he would be impressed watching her work at it and at how much she could lift. When she shot through the skies, she wondered if he was down there, watching her with awe and cheering about how great she was. When she lay down to rest, she imagined him there with her, wrapping his legs around her and holding her close. And her slaps, her conviction, grew weaker every time.

In the end, she finally stopped resisting and just let the fantasies happen. She didn't know why she was suddenly thinking like this and she didn't really care. All she knew was that she had given up too easily. She was Rainbow Dash! The best flyer in all of Equestria, she'd won the Young Flyers Competition, met her heroes and saved Equestria twice. She could win over Dusk. She _would_ win over Dusk. It was obvious he would feel the same way as she did. He just needed a little encouragement.

She lay down to sleep that night, her mind already coming up with a few ideas and plans. She noticed vaguely that there seemed to be something sparkling in the air, but she didn't pay it any mind. All she knew was, when she saw Dusk tomorrow, she was going to start him on the right way. The Rainbow Dash way.

* * *

Rainbow sat on a cloud, ready and waiting to begin her plan to land Dusk as her coltfriend. It had taken her a lot of careful thinking, something she wasn't usually in the process of doing, but this was no practice stunt. She would need to plan and think about what she would have to do to win her goal this time. It would be tough, but it would be worth it.

Using stealth that would make a thief jealous and speed that would make Captain Spitfire herself turn her head, she'd followed Dusk for a few days, seeing just what he did each one. He varied it up sometimes, but he otherwise kept a regular routine. Every morning, he'd get up early and arrive at the library, where he'd remain for a good few hours, after which he might leave for a walk or for lunch. Now and again, he might go and see one of the others, but he would always go home at the same time in the evening.

That gave her three windows of opportunity, which she would be exploiting today to win him over. A three phase routine, just like for the Young Flyer's Contest he'd helped her to plan for. Maybe she'd bring that up once they were a couple.

Her eyes locked on the door as it opened, revealing her prize-to-be. Even from here, she could feel the thudding against her chest, the kind of heart beat that she would normally get from a few hours solid flying. This, however, would be far more satisfying than that. She noted briefly that the air seemed to twinkle a little, like the world itself knew how magical they would be. She then chastised herself for thinking of something so soppy and spread her wings.

Without waiting any longer, her excitement from both him and the coming flight, she closed her eyes and dived off, shooting towards the ground at break-neck speeds. She kept her eyes shut, feeling the wind shooting past. At the last second, she snapped her eyes open and pulled up from the fall, skimming the ground below with her belly. Pulling up, she shot back up into the air and towards the clouds.

She spun around them, enough to give them momentum so that they started to spin too. Once all three of them were whirling in a blur, she kicked or punched them to a central point, darting to each one in less than a second. They formed one big mass, which she ran her hooves up and down, like a potter on a… well, a pot. But when she was done, it was a giant sculpture of a Pegasus pony. She posed next to it for a second, glanced at the ground to see a blue spot remaining stationary and shot towards the sky.

She had his attention. Now, time for the finale. She reached a certain height, banked around and flew back towards the sculpture, gathering speed as she went. It wasn't enough for a sonic rainboom, but it would be enough for what she had in mind. Grinning from the sheer joy she felt at travelling at such speeds, plus from her captive audience, she kept her eyes locked on the centre of the sculpture.

Hooves forward, she crashed into it, taking apart the whole thing in a spectacular explosion. It had been blocking the rays of the rising sun, so the added effect was the pieces of cloud streaming around her, twinkling in the light, the same for her mane and tail as the water from the clouds soaked them. She posed at the centre of the point, letting him take in the full image and descended back to the ground.

"Aw yeah, that was awesome!" She made to look like she was saying this to herself.

He might think her too obvious if she'd shown off with her knowing he was there. This would add surprise and awe to the whole show. To her satisfaction, it worked, just like she'd planned.

"I find it hard to argue with that assessment," his pleasant voice said, filled with reverence. "That was incredible!"

"Oh, hey Dusk, I didn't know you were there," she fibbed, keeping a cocky smile on. "Yeah, it was pretty good, wasn't it?"

"Indeed. I know you're a good flyer, no, a great flyer, but I think you just set yourself some new standards with that trick," he said. "Truly spectacular."

"I knew it would be, but thanks anyway." She dusted herself off with her hooves, knowing how good she must look right now. "I just had the idea for that yesterday, but I wanted to wait a little to try it out. I didn't mean to have anypony watching, but it was still pretty sweet."

"Once again, I agree," he nodded. "Once you show that to the Wonderbolts, they'll be as blown away as that sculpture you just took apart."

"Which is just how I want 'em." Now, for her suggestion. "I still feel like it could have something though, like what you did with your magic that one time."

"I think it looks fine as it is but, if I can help at all, let me know," he offered.

"I'll bear it in mind. I'd be happy to perform any tricks for you. _Any_ tricks," she added, with a lingering look.

"Oh… um…" She had him speechless again, that meant she had an advantage.

"Who knows, when the Wonderbolts do take me on, you can come with me as my partner. I can picture it you know. You, me, the crowds… all of them watching us perform. Together." She let her gaze turn sultry.

"Yes, well… as um… great as that sounds, I don't think that… show business is a career for me," he told her. "Sorry to disappoint."

"No sweat, you'll have time to think about it, trust me."

"Can I… just say one thing?"

She hadn't expected him to be won over so soon, but she preferred speed. He must have caught her hints and meanings.

"Sure, Dusk." She moved a little closer. "You can tell me _anything _you like."

"Just that… you might want to try that trick in the afternoon, instead. When the sun is highest and brightest, I feel that would give you the full effect of the trick and truly dazzle those watching."

She felt a twinge of annoyance at the outcome, but she again, she wasn't too fussed. There were still two phases to go.

"Sure, thanks for the suggestion. As long as it helps make me look more awesome, I'll take all the help I can get. Especially from my _close_ friends."

"Glad I could help." Either he didn't catch her meaning, or he was ignoring it. "Have a good day then, Rainbow."

"I'll make sure of it. See you later! Or sooner," she added to herself, once he'd gone. "I can see it now, you and me. This is gonna be great!"

"Well, miss, I'm very flattered that you'd say so." She jumped at the voice of a mule who was standing right next to her.

She stared in disbelief as he raised his eyebrows suggestively, before flying off as quickly as possible.

She followed him silently, using a cloud as cover while he walked off to the library, now and again tipping his hat to ponies he might know or to return a greeting, another thing he did regularly. She couldn't help but seethe a little when he entered the library and she could see through the window 'greeting' Twilight. Enjoy him while you can, she thought, he'll be mine soon enough.

She positioned herself on the cloud, whipped out the wrapped-up package she'd brought with her and started fiddling with pieces of cloud idly, letting the water run down her leg to cool her off. In a way, this little interlude before phase two was a good thing. It would give him time to allow the awesomeness of her display to sink in, to let him think about how great she really was, so much better than Twilight and allow doubts to surface if he'd made the right choice.

That said, this was still pretty boring. She could actually feel her wings twitching, like they were just as impatient as she was to get up and get flying. She would do little circuits, now and again, to relieve the tension that the waiting bought, but she couldn't allow herself a proper flight. She had to remain close to the library at all times. She knew what time he usually got out, but that could just as easily change.

Just wait, it would all be worth it.

Finally, just when she thought she would go mad with boredom, after making and smashing her one-hundred and fifth sculpture on her cloud, he came out of the library, no doubt leaving to either get some fresh air or to get his lunch. Either way, she had a chance catch him on his own again. She darted off her cloud to land on the street, checked her reflection in a shop window and strode with purpose out into town. Phase two.

This time, she was deliberately looking for him, or that was how it would appear to him. She soon found him, arriving in the town square, caught his smile and flashed him her best smile as she approached, carrying the package on her back.

"Hey, twice in one day. Must be a real treat for you," she said charismatically.

"Good afternoon, Rainbow," he greeted politely. "Here to perform your latest daring deed for all to see now?"

"I thought about it, but I was actually looking for you. I hoped Twilight might have released you from that stuffy place at some point. Must get pretty dull, working in a library day after day..."

"Not really. Spike and Twilight always help brighten my day and I rather like the quiet atmosphere we usually have," he said brightly.

"Yeah, but you must wanna a little excitement, now and then. Living life on the edge, taking daring risks, showing everypony what you can do, you know."

"Are we talking about myself or you now?" He laughed a little. "Thanks for the suggestion, but I don't go seeking excitement and adventure. You know me, that's not really my intrigue. You have that covered fairly well already."

"Glad you noticed." Not really what she was hoping he'd say, but she had to stay on track. "Okay, so it works for you, but you'd never catch me in there."

"Suit yourself, to each their own after all," he remarked. "It's a shame that you don't like reading, Rainbow. I can understand why you find books boring, but they're not all bad."

"For you, maybe," she dismissed, but then noticed she could earn some more points here. "But, if I ever do that reading might be cool, as unbelievable as that sounds, I'll know who to come to."

"I'll be happy to help. And if I feel the sudden urge to break all my bones in the most spectacular way possible, I will, likewise, know who to approach," he returned.

"Good to know you can come see the master, huh?" Rainbow felt elated as they laughed, glad they could make a joke now without him stuttering. "Anyway, speaking of stunts, that was why I came to find you."

Dusk looked worried. "This isn't going to be like when you used that catapult, is it? Pardon my opinion, but I can still remember my organs hurtling into my throat from that."

"You sure you can't go another round?" She laughed at his horrfied expression. "Nah, I'm just kidding. I just wanted to give you this." She whipped out the flat package and handed it to him.

He levitated it before his eye. "A gift? Rainbow, you… you didn't have to go to the trouble. It's not… you know, my birthday or anything…"

"I know, but I saw these and I thought you might like them, especially since you can fly now."

"Not very high, not very long and not very fast," he pointed out.

"Even so, if you do need to speed things up, it might be good to have these on you." She winked at him again. "You never know when I might need a new flying buddy."

He still looked a little unsure, but she felt the warmth from the grateful smile that he gave her. Opening the package, he examined the contents, with Rainbow watching intently.

"Pretty cool, huh?" She took them and displayed them. "These are a replica of the flying goggles used by the Wonderbolts, treated with the same care and devotion. They're specially designed to resist against high wind speeds, are treated so they don't get fogged up or soaked so you can still see and, best of all…" She whipped off his glasses and snapped them on. "They make you look as awesome as they do! Am I right, or am I right?"

She felt her spirits fall a little when Dusk still didn't look convinced. He examined his reflection in a window, adjusting them a little in places.

"Well… they certainly look… unique," he noted.

"And look, I got my own pair as well!" She snapped on her own and joined him looking in the window. "How about that? We match each other _perfectly_."

"I… I suppose we do…"

She liked using this as an excuse to look at him longer. Not that she needed one. Dusk looked at his reflection a few minutes longer, realised how close Rainbow had gotten to him and backed away quickly, replacing the goggles with his glasses again.

"Yes, well um… thank you for the gift, Rainbow. I appreciate it and feel reassured that I'll have protection whenever I decide to go… flying." He seemed to shiver at the word, but she knew that it was with excitement.

"Great to hear! Like I said, I'll be here whenever you want to try them out," she said suggestively, leaning forward a little, close to his face.

"Thanks… for the offer." He backed away again, his eyes shifting nervously. He was so cute when he got flustered. "Right, I'd better be going… good day, Rainbow. I hope I can repay you for this… gift."

"No problem, it's on me. See ya!" she called out, then whispered to herself again, "Besides, you're gonna be repaying that gift sooner than you think with an even better one: you, my hunk of a stallion."

"Again, miss, I find myself flattered by your kind words." Again, the same mule made her jump. "You're quite a forward kind of girl, aren't you?"

"Believe me, I aim to be," she snapped back, but he didn't seem put off, so she quickly high-tailed it out of there again.

She repositioned her waiting post, this time near the path that Dusk took from Ponyville to his home once he was done working at the library. By now, she was sure she'd got him pretty convinced as to who he should be with, thanks to the efforts of her routine, her gift and her suggestions in her flirting with him. Already, she had shown him how great the two of them would be if they were a couple and he was probably already considering dumping Twilight.

Now, she just needed to give him a little more of a push to seal the deal. He was a pretty nervous guy when he didn't know what he was doing, so she was going to make it very easy for him, with the help of her karate skills and her own brand of charm that was unique to her. If he was having fantasies about her now, as she had no doubts he would be doing, he would be begging on his knees for her to take him instead. She would, of course, gladly accept.

As she set up the practice dummies for the final phase of her plan, she could feel her excitement and tension mount for the coming encounter. It was like the nerves and chills she got before performing her latest dare, but this was far better. She liked the tingle that she got in her brain as she pictured her and Dusk at the end of all this, in each other's arms, together as they should be. He'd treat Rainbow just like he'd been treating her, but with much more vigour and enthusiasm, she could tell already. Twilight had had him for long enough, now it was time for Rainbow to claim what was rightfully hers.

She licked her lips, preparing them for that moment when they'd finally capture Dusk's. Her brain seemed to tingle at the thought and the air seemed to twinkle again with that same light. Just more proof for her case that Dusk was going to be hers. It was only a matter of time and that time was drawing so close now.

Waiting this time was a lot easier than for the gift, because she was so close to fulfilling her dream and because she could move around a lot more. She could remain a little more active, either by running or flying or else practicing fighting moves on the dummies she'd brought along. She rather needed to work off the excess energy anyway and not just from lack of exercise.

Well, not typical exercise at any rate.

Not long now, she thought, swinging her hoof at the dummy's head and following it up with a hard punch. After it had fallen, she looked out of the corner of her eye to see Dusk diverting his own and continuing down the road. How cute. He was shy. She could understand that, so she would just have to be the one to approach him.

"And that makes three, better make a wish," she remarked, walking up to him. "It really is your lucky day, isn't it?"

"I um… suppose, though it might depend on one's definition of luck."

"So, what's your definition of it then?" she asked, taking a step closer and locking eyes with his.

"Uh…" He diverted his own gaze and changed the subject. "That was an… impressive display of martial arts."

"Watching me sweat, were you?" She smiled at how flustered he was. "Yeah, I thought that it might be a good spot to practice out here. Spacey, breezy and I can draw a little bit of… attention too."

He cleared his throat noticeably. "Well, as long as you use it in self-defence only."

"Oh don't worry, I do. Most of the time, anyway," she shrugged. "Actually, you've just given me an idea for something else to use it for."

"Which is what, may I ask?"

"I remember you told us you were sparring with that guy in Canterlot for Luna, to try out your skills and stuff." She held her hooves out wide. "I'm just saying, but…"

He looked shocked at the idea. "Rainbow, I… I could never bring myself to hit you. You're my friend, I don't want to hurt you."

"Come on, we both know I've been through worse than anything you could throw at me. No offense."

"None taken, but… I still dislike the idea of having to fight you. Or fight at all, for that matter," he added. "I've finished learning battle magic, for now anyway."

"Yeah, but you've gotta keep practicing, otherwise you won't be as good as you could be." She flexed her muscles a little. "Keep at it, that's how you get to be a champion."

"I suppose…" He appeared to consider it. "Are… are you sure about this?"

"If I wasn't, do you think I would have asked?"

"Fair point." He sighed and stepped into the field. "Okay, I suppose, if it'll help… I apologise in advance for any discomfort I end up causing you."

"Noted, now let's rumble!" She stretched her limbs in preparation and stood in a battle stance. "Now come on, gimme your best shot!"

"Right…" He loosened his limbs too and turned his hooves orange, but still looked like he was grappling with the idea of hitting her.

As much as she loved how sweet he was, she needed to get in close to him for what she had in mind. If he wasn't going to make the first move, she'd have to take the initiative. Quick as a flash, she darted forward, bring her hoof at his side.

That got him into action, going on the defence and blocking it with a cream shield. Another kick was met with the same result, as was every attack that followed. Whether he was on the defensive or offensive, she didn't mind. Her plan was to wear him down and then move onto the final part of phase three. That didn't mean she couldn't have fun with him first.

She feinted a kick, followed up with a punch that broke through. She felt a jolt as her skin touched his and knew that she wanted more. Overcome with the desire, she grabbed his leg and held it in lock, meaning that any movement would be very uncomfortable. For him, anyway, but certainly not for her. She reached for his mane, to run her hoof through it, to intake the scent that was close to driving her crazy.

"Gotcha now," she whispered.

"Hardly," he returned. "I still have three limbs free."

Suddenly, his hooves turned pink and he slammed two into the ground, causing his body to bounce in an arc and forcing her to let go. He landed far off from her and lowered his head. Recognising what was coming, Rainbow darted off as colour pellets, the same colour as her fur, shot at her. Her excitement mounted. That meant something, it had to!

"Yes, yes, that's it!" she cried out. "Give it to me, come on!"

"If you insist." She saw a slight smile, as he stepped up the attack.

Rainbow weaved around the bombardment, feeling one occasionally graze against her skin, very rarely letting one to hit her. When she did though, it was only to feel the elation of knowing that he was trying to get her… and she liked it! She charged at him again, diving straight at him, with the intent of bringing him down.

But he ducked as she got in close and she hit something soft, a colour cloud that he made her crash into. This was followed up with an impact on her flank as she bounced back, shooting up over his head and followed by one more punch to the chest, flooring her. Wondering why it didn't hurt as much as it should have, she looked to see that his hooves were still pink.

He was making them softer, so he could touch her without having to hurt her. He did want her! She knew it!

Their battle continued on, Dusk for the most part remaining on the defence, only striking her in order to get some distance away, so he could perform a long range attack. Rainbow kept up her attack, sprinting across the ground, getting in close and hitting him, touching him and loving every single minute of it. She could tell that he was too, even if he didn't want to hurt her badly. That just showed how much he obviously loved her.

Soon enough, they both started to show signs of strain, sweating and panting more as their attacks continued. Rainbow just couldn't take it anymore, not because she was getting tired, although that was part of it. She wanted this to end in the moment she'd been waiting all day for, the ultimate climax. It was time to finish this.

Charging in one, last time, she blocked the punch he sent at her and hit him in the chest. While he was winded, she kicked him from underneath, making him lose his hoofing and landing on the floor. With one, final leap and a whoop, she landed on top of him, pinning all four of his legs with her own. He tried struggling, but there was no escape.

She had him, at long last.

"I submit, I admit defeat!" he cried, laughing a little.

She pinned him down harder. "I can't hear you!"

"I said you win! Victory is yours, I'm no match for you!"

"I know, I know." She flipped him over, so he was looking right up at her. "But that didn't stop you trying, did it?"

"There's no point in not trying," he countered. "After all, if I hadn't, I would never have met you."

"And you would have been forever full of regret for never knowing the awesomeness that is me," she remarked.

"How tragic that would have been." They both laughed again, Rainbow gazing intensely at him. "Um… anytime you want to get off me, that would be good."

"I will, there's just something I want to do first. That _we_ need to do." His lips were practically begging to be kissed by hers.

She saw his eyes widen in anticipation, slowly moving her head in closer. "Right well… um… can I just point out that… you've already given me enough of… one thing."

"And what's that?" she whispered, moving in even closer. So close…

"One thing that… I really, really needed more of. I would… be above this, usually but… I feel you leave me no choice," he stammered, trying to wriggle his head away.

"I don't care," she said, knowing exactly what he was talking about. "I'm gonna give you even more of this then."

"I feel… you've um… given me enough already."

"Of what?"

"Time."

That puzzled her. "Time? Time for what?"

"This." A bright light suddenly flared in front of her, forcing her to shield her eyes and back off. "Sorry!"

"What? What the-?" She felt his presence leave and she felt around blindly for him. "Where are you?! Come back! Get back here!"

There was no response. When her eyes finally cleared, he had gone. There was no sign of him. She was left, alone in the field. Gone.

At first, she felt disappointed, which grew into anger, finally surmounting in rage. She screamed, at her wasted effort and time, smacking the dummy again and taking its head off, completely overcome by her anger. He'd gone! He'd run off! Why?! What had she done wrong?! He obviously wanted her, why did he leave?!

"You stupid, stupid stallion!" she screamed. "When are you going to get that I want you?! I _need_ you! YOU!"

"Now, I feel that we need to get to know each other a little better first, miss," the mule from before said.

"Shut up and quit following me!" she yelled, not even bothering to gather up her stuff and just darting off home.

She crashed through her wall again, leaving another hole next to the first one. She hadn't bothered fixing it, for she had better things to focus on. Now, all she had to focus on was her frustration at the pony she wanted so badly. Was she just going to have to grab him and kiss him for him to get the message? What did she need to do?!

It had been going so well, they'd been making contact with each other all that time. Her brilliant skills, matched with his own less graceful, but precise attacks and dodges. All exactly where they needed to be, every time… like he knew what she was going to do. Where had she seen that before…?

No… no, it couldn't be.

"Dusk?!" she shouted. "You were the Shadow Spectre? _You_?! That just proves it more! We were both heroes, we belong together, I know it!"

She didn't know what it was that was driving her, only that she was more determined than ever to get him. The fact he'd run away just meant that he was shy, that she would need to make the first move. She was just fine with that, then he'd realise just what he'd been missing out on. She needed to show more that they just fitted, more than what she could normally do.

She needed to get closer to him, to be where he always was. But how…? Then, she had an idea, how to win him and to get him to be hers. One that he'd given her…

"_It's a shame that you don't like reading, Rainbow."_

That was it! He'd given her a hint to figure it out, to tell her what he wanted! That was how Twilight had done it and that was what she would do.

"I know what to do," she muttered. "I know just what to do, then he'll be mine. Mine!"

Giggling giddily, making a terrified Tank hide in his shell, she wrenched open her wardrobe and pulled out a woollen sweater and found her comb in the bathroom, blowing the dust that had gathered on it. As the dust cleared, she laughed even more when she realised she was missing one, more thing, but she could get that tomorrow.

The air seemed to twinkle again around her, her thoughts as focused as a laser beam. There was no escape for him now. Tomorrow, Dusk would be hers. Forever!

* * *

"Something wrong, Dusk?" Twilight asked her coltfriend, as she walked by him in the library the next day. "You've been staring at those swirls of magic for a while."

He barely looked up, moving his hoof through them. "Just something I have on my mind, Twi," he replied absently. "I wonder… I could just talk… but how?"

Her concern only grew. He only did stuff like this when there was really something on his mind, something that he would probably think he could do on his own and not ask her or any of the others. He usually hid it, but she could spot it. She had a suspicion of what it might be, something that they still hadn't talked about and hadn't brought up.

Would this be it then?

"Is there anything that I can do to help?" she asked. "You know I'm here for you, right?"

He remained pensive for a few seconds longer before looking up, smiling more easily than he usually did when thinking about his darker side. Maybe he hadn't been thinking about it.

"It's okay, Twilight," he assured gently. "It's not a big problem and I rather hope it'll resolve itself before long."

"If you're sure, but the offer is still open, if you want it," she reminded him, smiling warmly. "What is the problem, out of curiosity?"

"Well… it's just that-"

"Hey, Twilight!" She turned to see Spike, leaning through the door. "There's a pony here, who wants some help around the library."

"Well, why can't you help them then?"

"I could but…" He suppressed a snigger. "You just gotta see who it is, come on!"

Her curiosity piqued by Spike's behaviour, she followed him into the main body of the library. When she saw who it was, she felt the surprise that Spike no doubt expected, as well as a slight urge to giggle herself.

Standing in the middle of the library was the last pony she expected to see here. Rainbow Dash was looking around like a scared filly who wasn't sure if she should be here or not, trying and failing to maintain her usual air of confidence. Her mane had been neatly combed to one side, she wore the sweater she remembered she wore as part of her plan to find a pet and wore a pair of square-framed glasses to complete the whole learned look.

With any other pony, it might have worked, but considering who it was, it would be like if Fluttershy tried to look like a body-builder or Rarity tried dressing up like a clown. It was just… strange.

"Good afternoon, Rainbow," she greeted, trying to keep the smirk off her face. It wasn't helping with Spike sniggering close-by. "Can I… help you with something?"

"Oh, hey Twilight," she said, with a slight nervous tone. "I just um… I came looking for a… well, a book."

The purple unicorn glanced around the library. "Well, we certainly have plenty of those. Was there any particular book you had in mind?"

"Oh um… I dunno just… you know, a book, any book I guess. You know, with words and stuff."

"All books have words in them, Rainbow." An idea occurred to her. "Did you lose a bet with somepony to have to do this?"

"What?! No!"

"Is this a prank?"

"No, no! Nothing like that." she insisted. "I just thought that… reading might be something good to… get into, I guess."

Twilight was just as surprised by this, but allowed herself a smile. "Rainbow, I think that's-"

She was cut off when Spike suddenly burst out laughing. "Rainbow Dash, reading! I mean, actually wanting to read! How hard did you crash to end up thinking that?"

"Hey, shut up!" she snapped, her attitude showing through despite the new look. "You wanna go a round, dragon boy?"

"I don't know, maybe you should… look it up first!" His laughing intensified, rolling around on the floor.

"Spike, are you gonna shut up or is my hoof gonna have to do it for you?" she threatened, holding up the limb in question.

That shut Spike up, along with a glare from Twilight, who motioned with her head that he go into the next room. He did so, but not before taking one last glance at Rainbow and mouthing 'one of us' before shutting the door and leaving them.

Twilight turned back to the seething Rainbow. "Anyway, I was just saying that I think it's great that you're taking an interest in reading. I like the whole look you have going on too, I love that sweater."

"Heh, thanks," she mumbled, her eyes darting around a bit. "I thought that this might… help a bit."

"I'd say it does, but it's not the look that counts, it's the interest." She thought for a moment. "Although, you'll have to tell me where you got that sweater. I think it might look good on Dusk."

Her eyes flashed at the mention of her coltfriend and she noted a slight twinkle in them too, which quickly left.

"Yeah, I guess he might. I'll find out soon enough," she muttered, before speaking more loudly. "So, where should I start?"

"Well, all the books are organised into different categories and then ordered alphabetically, as you might know. Just go for a subject you think might interest, pick something and go ahead," she advised. "You won't regret doing this, I think I might recommend-"

"Twilight, what's going on? I heard Spike laughing and came to…" He froze and stared at the sight of Rainbow Dash, who stared back at him.

It could have been easily seen as just shock, but there was something in her gaze that made Twilight feel… uneasy. But just as soon as it was there, it was gone again and Rainbow spoke a little louder again.

"Well, thanks for your help, Twilight, but I think I'll be fine from here. I'm sure I'll learn my way around quickly enough and find something that I like." She gave Dusk another glance and darted towards one of the shelves.

As she did, Twilight could have sworn she heard something in her wake. Like a ringing of a tiny bell, that rung one of her own. She dismissed the thought, however, just as Dusk approached.

"What's she doing here?" he asked her, a note of concern in her voice.

"She said that she's taking an interest in reading. I know, I think it's rather strange too, but I think we should give her the benefit of the doubt. She might really take to it, you never know," she said optimistically.

"I… suppose…"

She couldn't resist the opportunity to tease him. "What's this? The logical, fact-based mare has accepted faith when her open-minded, imagination filled stallion refuses to accept it?"

"I didn't say I refused it, I just find it a little odd," he insisted. "Besides, that just shows how much you've learned."

"Only because I've had a good teacher. Maybe we should have a one-to-one session to see what I've learned," she added, moving in closer.

"I think that sounds like a great idea." Their lips met in a kiss, something that still made Twilight's heart flutter. Even if she knew that it was just due to an increased heart rate from her body reacting to the possibilities a stallion could offer, she could see why it was romantic.

Even though the thought made her blush even more. "Just so we're clear, that doesn't mean that I think we should… you know," she muttered.

"Hm? Oh, right!" He blushed too when he caught her meaning. "No, we're not even close to there yet, I think. We can just take it as another meaning instead."

"That sounds like a reasonable compromise," she agreed. "Not that doesn't mean I wouldn't…"

"Neither would I… I mean I think… well you're… anyway, we're just not at that point yet, right?"

"Exactly, right."

"Ugh, eggheads," she heard Rainbow mutter, glancing to see her gaze lingering on Dusk again.

With another deep blush, the two of them returned to their work. After a few minutes of reading, practicing magic with Dusk, both his and hers and making a few notes, along with some shouting after Spike spilled a hay shake on them, Twilight went to check on Rainbow, who seemed engrossed in a book.

"How's it going then?"

"Oh, this is great!" she said loudly. "Yeah, reading this is really interesting, it really speaks to me."

Twilight looked at the cover and frowned. "Really? This book interests you?"

"Yeah. I feel that there are a lot of messages in this, you know, to do with society and… and the government and… you know, stuff."

"Societal messages? In _Fantastic, Fun and Frivolous Filly Fables_?"

"Yeah, so?"

"Isn't that a children's book?" voiced Dusk from across the room.

Rainbow's eyes widened and stared at the book. "It is?!"

"It is," confirmed Twilight with suspicion. "What messages did you find in that?"

"Oh, heh heh, I was just messing with you." Laughing nervously, she returned the book to its shelf. "I'll find uh… a different book, one that might be more… suited to me."

"I see…" Twilight shrugged it off again. "Well, I'll be here to help if you need it. Dusk too, right?"

"Yes, of course…" He did smile, but she felt that it was forced, for some reason.

"Oh, I'll be glad to get help from _you_," she replied, turning her eyes to Dusk again. "I'm sure I'll find something _much_ easier that way."

Again, not thinking much of her activity, Twilight placed her own book, _Transformations and Teleportations_ on the shelf. She was just taking down another when she heard movement and looked to see that Rainbow had taken down the exact same book she had just put back. She'd also gotten a quill and some parchment and looked like she was making notes, just as Twilight was doing with her own book.

That was odd. Why was she taking an interest in magical studies when she couldn't even do magic? And why did she keep staring at Dusk? And why did the way she was doing it give Twilight a sudden urge to hit her?

Twilight noticed this increased activity throughout the Pegasus' time in the library. Whenever she was done with a book, Rainbow would take it for herself. When she left her notes on the desk, she would glance to see Rainbow looking over at them. She even saw her comparing the quills she was using, like she was measuring them up, all the while looking over at Dusk. What was she up to? Why was she copying her?

Then, an idea hit her. It was a horrible idea, one that she at first saw to deny. But the more she thought about it, the more she knew it made sense, considering Rainbow's actions and her own negative feelings towards them. There was only one way to find out how…

"Oh darn," she said loudly. "Looks like I don't have enough parchment. I'm going to have to go and get some more. Dusk, you stay here and keep studying. Spike, I'll need your help."

"As you wish," her fellow unicorn complied.

"No fair! I was resting!" Spike protested.

"Well, now you can get some work done, come on." She levitated him to the door, saying to Dusk she'd see him later and stopping outside.

"Twilight, what the hay was that for?!" demanded Spike.

"Shh! I need to find out something. Just stay quiet…" She pressed her ear against the door, to listen to the conversation taking place inside.

"Looks like it's just you and me then. Alone," Rainbow was saying, her voice level having dropped.

"I um… noticed," replied Dusk.

"You and me, alone, in the library. _Anything_ could happen. Anything."

"Um… I er… hope nothing bad."

"Oh, don't worry. Nothing bad is going to happen, for either of us."

She heard her hoofsteps moving to where Dusk's voice was coming from, who sounded more nervous by the second.

"Rainbow… um… what are you… doing?"

"Something I've wanted to do for a very, very long time," she replied in a sultry tone of voice.

"I… I don't… what are you…?"

"There's no need to be scared, Dusky. She's not here, she's not going to see us." There was the sound of something hitting wood. "Besides, once I'm done, you might not want to see her again."

"Rainbow, stop!" He was trying to sound like he was taking authority, but she could hear the quiver in his voice. "I don't… I don't want this! P-please, get off me!"

"No need to be shy, even if it is so cute when you stutter," she assured. "Come on, show Rainbow what a quick study you are."

"No, no stop!"

She didn't want to believe it. She thought she knew her friend, that she wouldn't dare to do something like this. But the evidence was undeniable… as was the anger that had been building to boiling point the more she listened.

"Twilight?" Spike sounded scared, knowing what was coming. "Are you… okay?"

"ALRIGHT! That's it!" Calling on her magic, she teleported back into the library, to see Rainbow on top of Dusk, who was trying desperately to get away. "Just what do you think you're doing?!"

"What does it look like what I'm doing? I'm taking what's mine," answered the Pegasus, who didn't move from her position.

"Twilight, please get her off me!" asked Dusk from beneath.

"Oh, I plan to!" She shot a bolt of magic at her and teleported between her coltfriend and her unexpected rival. "If you ever, ever do that again, I swear I will make you regret it!"

Rainbow was getting to her hooves and she snorted. "Big words, Sparkle. You got what it takes to back them up?"

"Just try me," growled Twilight, her horn glowing threateningly.

Dusk seemed to sense where this was going. "Ladies, there's… there's no need for this."

"Believe me, Dusk, there is every need for this," replied Twilight, not taking her eyes off Rainbow.

"Yeah, don't worry, my Dusky," added Rainbow. "Just sit back and watch mamma work. You can get your turn later."

"Stop flirting with my coltfriend!" she screeched.

"Why? What are you gonna do about it, bookworm?"

"I'll show you exactly what I'm going to do, you self-centred little bi-!" The rest of her words were lost by a blast of magic.

Rainbow leaped aside, the bookshelf taking the brunt, a few books getting hit and scattering their pages around the Pegasus. Her eyes were wide and mad, the jingling of that bell more noticeable than ever, as well as some kind of small twinkling lights. Possibly magical residue from her spell.

"You wanna play, huh?" In the blink of an eye, she darted at her and struck her across the face repeatedly. "Well… I… play… rough!"

"Both of you, stop!"

"Woo hoo, catfight!" whooped Spike.

Twilight ignored them, too caught up in her blind anger at Rainbow Dash. The pony who was supposed to be her friend… the anger that fuelled her. With a scream, she forced her back with a magic shield, levitating a large book over.

"You want a book, Rainbow? Here you go!" She slammed her head in it and threw her across the room. "It's quite heavy reading, isn't it?!"

"I don't know, you tell me!" She yanked the book off and threw it at her, along with a few others.

Twilight caught them all and levitated them around her, dropping them to the floor.

"This is a library! Treat the books with respect, as well as your friends!" she snapped at her.

"There's something I'm gonna treat with respect and it's not a book." Her gaze turned to Dusk again, sparking Twilight's anger further.

"Silence in the library!" She hit her with a spell that filled her mouth with feathers. "How's that for a mouthful?"

Rainbow spat them out, her eyes livid. "That's it, you asked for it!"

"Bring it on!"

Her horn glowing and her wings ready, they both charged at each other… until Twilight was suspended in mid-air by a shimmering aura of purple, as was Rainbow.

"That's enough!" Now, Dusk had found his courage enough to stand up to them both. "I'm sorry to say this, but I'm truly ashamed at both of you!"

"But… but she started i-"

"I don't care who started it! You're both fully grown mares, who should be able to resolve this maturely, but instead you're acting like school yard fillies over the last cup of pudding!" His eyes were on Twilight as he said this. "You're friends, you should be better than this."

Now that she was being held in place, Twilight actually stopped to think. She saw all the books that had been ruined in their short fight, the damage done to the library and the look on Dusk's face. Shame overwhelmed her anger and she hung her head.

"Dusk… you're right, we should be better than this." There was another flare when she looked at Rainbow. "Maybe we would be, if she had kept her hooves to herself."

"I'm getting to that." He turned to Rainbow. "I know that you have some sort of crush on me. I can barely fathom exactly why myself, but I know. I just willing to try and show you that I'm not interested, but you just had to take it further despite that."

"Because I want you! I _need_ you!" she cried.

"I know, Rainbow and I'm truly sorry, but… but I don't feel for you in that way." She could tell that this was hard for him too. "I only see you as my friend, nothing more. I'm with Twilight, that's my choice and you just have to accept that."

"No! I can't, I won't! You're mine! You should be mine! Choose me, not her!"

Twilight couldn't believe what she was hearing. She knew Rainbow didn't like losing, but this was astonishing, even for her. However, now she looked closer, she could see that maybe this really wasn't like her. She noted, again, that ringing from before, the twinkle in her eyes and the magical residue… coming from her ears.

Just like that, she knew what was causing this.

"Rainbow, please just listen to me. I don't want…"

"Dusk, let me down," requested Twilight. "I know why she's acting like this and I know what to do to prevent it. Just put me down and I can fix this."

"You're not going to attack her again?"

"Trust me." She looked imploringly at him. He held her gaze, nodded and let her down. "Thank you. Spike, would you get me that empty jar of jam from the kitchen?"

"Huh? Oh, sure." Looking quite confused, he hurried off and returned with it.

"Good. Hold it ready, with the lid off." She then approached the still struggling Pegasus. "Rainbow, this is going to feel a little strange, but I promise you'll be back to normal once I get rid of it."

"No, no! Lemme go! I can take her, lemme show you Dusk! I'm better than her!"

They ignored her protests and Twilight cast her spell. The glow around her head intensified, making it shudder and shake, the ringing getting louder. After a few seconds, her eyes rolled back into her head and she passed out, as did a small ball of white light that flew out of her ear. Now, the ringing of that bell was louder and angrier than ever.

Not missing a beat, Twilight caught it as it tried to make a dash for Dusk, holding it in the levitation spell. The little creature was persistent and she could feel it struggling against the spell while she lowered it down.

"Spike, the jar!" The dragon hurried forward, opening it and Twilight stuffed the creature in, the lid shutting on it. "Good work."

"No problem." He looked at the struggling ball within. "What is it?"

"Simply put, it's a humanoid entity of magical energy that influences and feeds on the emotional energy of ponies by increasing the neuron activity in the hippocampus of the brain."

"Uh… what about a hippo?"

"It's a fairy, at least, I think it is." Dusk lowered his glasses as he examined it. "Yes, it is. They're meant to get into pony's heads and use their magic to heighten emotions towards another, then feed off them."

"Oh, right," nodded Spike. "See, that was a simple explanation."

Twilight just rolled her eyes. "It must have infected Rainbow, then heightened her emotions towards you to feed off them, if you were the closest to her at the time or if she'd been thinking about her at the time."

"We were in the Everfree Forest at one point, so that would probably be why," he confirmed. "How did you notice it?"

"I remember from a book I'd read on them. Sometimes the fairy can get greedy, so the emotional energy they feed off needs to be vented in excess, in the form of a sparkling residue out of the ear, though it can also be seen through the eyes, if you look closely," she explained. "Also, her behaviour was a big factor in it. Even she has more self-control than that."

"It's a good thing you spotted it then."

"And that I studied it." Another thought occurred to her. "Just to be clear, was this the problem you were thinking about before?"

"Um, yes."

"And you decided not to talk to me about it because…?"

"I um… I didn't want to worry you."

"Oh, Dusk…" She sighed and shook her head. "When she wakes up, I think we're all going to have a little talk."

* * *

Rainbow had woken up a few minutes later with a pounding head and a well of shame when she recalled all that she had done under the fairy's influence. She had been really sorry for all that she'd done, having trouble actually looking at Dusk and Twilight, even though they'd forgiven her in the end and gave their own apologies for not noticing it sooner.

That didn't mean they hadn't been angry. Twilight had said that, even though it had been due to the fairy, she thought that she'd been able to trust her better and that she'd have to work to regain it again. Dusk too had expressed his disappointment, but she felt even worse with it coming from him that she'd had from the much angrier Twilight. He hadn't raised his voice, or anything like that. He just said:

"I expected more."

She had said that she'd meant to leave them alone after and that, along with the influence of the fairy, had made it easier to forgive, but not to help Rainbow feel better.

She'd left the library to write her report on the hill, because she honestly couldn't face them after all of that. She'd never felt so ashamed in her whole life, so much like a complete jerk. She'd meant to leave them alone, to accept Dusk's decision, but thanks to that stupid fairy, she'd ended up hurting her friends.

It had vanished from the place Twilight had left it, jar and all, but they didn't pay it any mind. The creature would find its way back to the forest in the end, as they didn't like to hang around towns because of all the noise. She hoped they'd never see it again.

How could they honestly forgive her after all that? How could Dusk say it was okay, after how she'd acted around him? It just made her want to bury her head in shame.

"Need some company?" Dusk had arrived, that polite smile on his face.

She lowered her head further. "You want to be around me, I know."

"Then, you don't know me very well then." She heard him sit on the grass beside her. "I see you're done with your letter then."

"Yeah…" Why was he doing this?

"Twilight and I just finished ours," he told her. "She wrote that she shouldn't have resorted to violence and I said that I should have spoken to you about this in the first place. At least we were all at fault today."

"Only because of me though," she said bitterly, still not looking at him. "How can you still sound so happy after all I did?"

"Rainbow, neither of us blame you. It was the fairy that made you-"

"Not before that though!" she shouted. "Before that, I was still trying to make you my coltfriend, even though you were with Twilight. I butted in on your date, made you feel weird to be around me and just looked like an idiot! How can you forgive me after all that?"

He was silent, as she expected, But not for long, for his voice was reading out Celestia's letter.

_Dear Princess Celestia_

_When you find yourself with strong feelings for somepony, you might go to great lengths to get them to feel the same, even doing things you might not normally do. This might not work in the end and they may have already made their decision. If they don't return the feelings, it can be hard to accept, but you have to accept it with maturity and good nature, or it'll just be made even worse, for them and for your friends._

_In the end, you'll be better friends for it._

_Your loyal subject_

_Rainbow Dash._

"Now, to me, that sounds like a pony who's learned her lesson and who knows how to do right by her friends in future." His hoof was placed gently on her shoulder. "It's not easy to admit when you're wrong, Rainbow, I understand and this was hard for all of us. But we need to learn from this and move on from this. You too, because you don't want to be without us as friends… I know that I don't."

This time, she looked up at him. The smile was genuine, the look in his eye was warm and forgiving. The things she'd done and felt sorry for, it was like he… understood, somehow. He meant it. He really meant it. Even if she couldn't have him, he was willing to be her friend. That still made her chest ache but… she'd take it.

"Alright, I'll try. Thanks, Dusk." She laughed and punched his arm. "You softy of a stallion, I don't know what I saw in you in the first place."

"Neither do I. And who are you to talk of being soft, I saw your eyes shimmering there."

"I was not going to cry!" she insisted, wiping away a few tears. "I'm too tough for that."

"If you insist," he chuckled. "I'm sorry again about… you know."

"Eh, don't sweat it. When it comes down to it, you're not really my type anyway," she quipped, ignoring the ache she felt from that. "I'll be fine and, who knows, there may be another stallion I can snag."

"Excuse me, miss?" Her head shot up to see the same mule from before, wearing a bowtie and carrying flowers. "Don't suppose you're still willing to take me on, are you?"

"Perhaps sooner than you think," remarked Dusk, laughing again.

Rainbow just groaned, again ignoring the slight feeling of regret that she would never be the one to make him laugh from what she could give him. Although she wondered what could have happened that he'd understand so well what she'd been through anyway.

* * *

Phew, glad that's over then.

Family Appreciation Day next, when a new pony walks into Dusk's life and he… well, you'll see.

On another note, we've almost hit triple figure reviews! Almost there...


	18. Family Appreciation Day

**Family Appreciation Day**

"Applejack, aren't you just going to tell me what it is you want me to see?" asked Dusk, as he followed the farm pony along the road.

"Y'all see it, soon enough, don't get yer tail in a knot," she assured him. "This here's a very special time fer the farm, thought ya might wanna see this."

"If you say so," he shrugged, "but I still think you're using this as an excuse for something."

Applejack smiled innocently at him. "Now, why on earth would ah wanna do a thing like that?"

"Oh, I don't know," he returned, going along with it, "it could be that you're desperate to spend time with me, though I think there are much more interesting ponies to do that with."

"Now, now, don't say that," she replied. "Ah maself find you a very interestin' individual, make no mistake 'bout that sugarcube."

"So that is it then?"

She gave a defeated sigh and stopped walking. "Yeah, Dusk, it is. No foolin' you, is there."

"I'm shocked at you, Applejack," he said, in a mock-surprised tone. "And I thought that you were the Element of Honesty."

"Ah know an' that's what makes this so much worse," she despaired, though still with a smirk. "Ah jus' couldn't face up ta the truth."

"What truth is that then?"

"There is no big surprise for ya, or, special time fer ma family or anythin' like that. Ah jus' wanted ta get ya out here, so ah could get ya all ta maself."

"See, why didn't you just tell me that from the beginning?"

"'Cause ah didn't know how you'd react ta it. But, now that ah've got ya on yer own, jus' like ah planned." She leaned in closer and winked. "Pucker up, sugarcube."

"Applejack, NO!" Now, he's stopped joking and scrabbled back. "Not you too, please! I'm with Twilight!"

"Dusk, ah was only teasin' you," she said, immediately contrite. "Ah thought you knew that."

"I um… I did." He relaxed, now feeling foolish from how he'd acted. "I just um… well…"

"Ah know, ah know," she said gently. "Sorry, ah shoulda known better than ta joke about that."

"It's okay, Applejack," he replied. "I… I shouldn't have overreacted like that, especially since I already knew you were joking. You were, weren't you?"

"A-course! Now, get on back over here with me, stop shakin' like a rabbit in front of a cart." Relaxing further, he re-joined her on the road.

"Sorry about that," he mumbled. "I suppose… you've heard about what happened."

She nodded sadly. "Yeah. Ah have ta say, ah was wonderin' why Rainbow had been actin' so jumpy 'round ya. Ah'm jus' glad that ya got it all figured it out."

"Me too," he nodded. "I would want to lose her as my friend because of something like that. I wouldn't want that to happen with any of you."

Well, if it makes ya feel any better, ah'm not all that interested in findin' a stallion maself," she mentioned.

"Really? Why not, if you don't mind my asking?"

"It's fine. Ah jus' feel that ma family and ma responsibilities here on the farm are more important without addin' a feller inta the mix," she explained. "Ah ain't sayin' ah'd never try fer it, but, fer now, this apple don't need no candy."

Dusk smiled a little at the metaphor. "I can understand that. I wish you the best of luck if you ever do settle an interest on somepony. They'd be lucky to have you."

"Thank ya kindly, sir," she said, a slight blush on her face. "Ah might say the same-a luck, concernin' you an' Twah'light. In ma eyes, you two get on like pancakes an' syrup."

"That's kind of you to say so, even if all these food metaphors are making me hungry." The signs of the many trees of the farm came into view as they walked. "I just hope there are no other… harboured affections in our group."

"Well, like ah've said, yer handsome feller, Dusk an' yer as good in yer ways as ya are in yer looks," she said in a friendly manner. "Ah wouldn't be too surprised if there weren't any ta begin with."

Dusk's eyes widened again. "You don't think there'll… really be m-m-more?"

"Calm down, ah was jus' makin an observation," she placated. "Honestly though, ah think yer fine. Ah think yer a fine stallion, but ah ain't inta ya like that, Rainbow's been sorted, ah don' think Rarity'll be movin' in, if she helped ya ta begin with, Fluttershy only sees ya as a brother and Pinkie… well…"

"Yes, that sounds reasonable." His smile broadened towards her. "Thanks for the assurances, Applejack."

"Anytime, sugarcube, anytime," she smiled. "Hey, lookee that, we're here!"

Dusk looked up to see that she had led him into the apple orchards, but he was a little concerned when he saw the state of the trees in this particular part. They were all completely bare, with no leaves or apples growing on them. Admittedly, with autumn here, most of the trees were starting to lose their leaves anyway, but these trees looked completely desolate.

She led him over to her older brother, who was setting up some baskets at the base of the trees, creating further puzzlement for Dusk.

"Howdy, Big Mac!" greeted Applejack. "Y'all remember Dusk?"

"Eeyup," affirmed the burly stallion. "How you doin', Dusk?"

"Quite well, thank you, if a little perplexed," he admitted. "Shouldn't you be cutting these trees down? They look like they're well past being able to grow anything."

"With any other trees, ah'd be inclined to agree," nodded Applejack. "But these ain't any old trees, as you'll see in… about five seconds."

"Why, what happens after five seconds?"

Applejack didn't answer, but it soon came in the form of rumbling thunder. Now, he was more confused than ever. The Pegasus ponies hadn't scheduled a storm for today, so why were there now big, black rainclouds rolling in? He held onto his hat as the wind picked up, preparing a shield spell to cover himself and the two farmers until they could find shelter.

But neither Applejack, nor Big Mac, moved from where they were standing and the clouds didn't open up with rains either. Only forks of lightning shocked the earth, although this was still enough to make Dusk jump… except when he noticed that they weren't hitting the ground, but the trees and the energy seemed to linger around the branches. The sparks travelled up the length of the branches, culminating at the very end, where large, dark brown leaves sprouted from them.

In that moment, as the clouds moved away as quickly as they arrived, the mystery for Dusk was solved and he looked up at the trees in new-found reverence. Before he came to Ponyville, he remembered coming across a book about these trees and what they did. The details were a little vague now, but seeing this sparked the memory. Literally, it seemed.

"Are these… Zap Apple trees?" he asked them.

"Eeyup!" nodded Big Mac.

"Figured you might know," added Applejack. "The harvest for 'em has started an' ah thought ya might wanna know 'bout it."

"I admit, I'm somewhat intrigued," he said, pressing a hoof against the trunk. He could feel it hum with magical energy. "I skim read a section about them, after I learned about the sonic rainboom. I've never seen one before…"

"Well, now ya get a whole orchard of 'em an, in jus' four days, these here trees will be growin' the finest zap apples in all-a Equestria." She patted a tree proudly. "It's a big bit maker fer us, we're the only ones that grow 'em."

"I can see why." He pressed his hoof to his chin. "If I remember correctly… there are… four signs to them?"

"Five," she corrected. "Firs' off, the timberwolves start a-howlin', signalin' the trees are ready ta grow their apples. Then yer got yer second sign, with these here leaves an' the rain before. Let's see if ya get the rest."

"Okay…" He racked his brains for the recollection of what the book had said. It had been a very long time since he'd read it. "I believe… something to do with birds… ravens or, was it crows… yes, crows."

"Good one, they start flyin' above the orchard in the shape of a heart, lettin' what grow?"

"The um… the apples? No, not yet, too early… the… flowers?"

"Right on! Fourth sign's the meteor shower, that's when the apples grow, but they don't have their colour yet. Ah think Twah'light might be interested in that," she said with a wink.

"I'll bear that in mind," he said, with a blush at the implication. "Then, the fifth sign… which I think… no, it's gone."

"Fifth sign is a sharp shower-a rain, after which a rainbow appears, which gives the apples their colour, showin' they're ready to harvest," she finished. "But we gotta get 'em down quick, else they vanish till the next harvest."

"I remember that bit," he nodded. "Aren't there some other steps that have to be followed too?"

"There are, but Granny Smith's handlin' that part. Me an' Mac are jus' harvestin' 'em."

"Eeyup. After that, we use 'em ta make zap apple jam an' sell it ta the town an' whoever else wants ta buy 'em."

"That would be quite a big boost in business." He hoped he wouldn't be too presumptuous asking this. "I don't suppose I might be able to have a try of some, just on some bread?"

"Ya can have that, an' a whole jar! Ah'm reservin' one fer each-a ya."

He was touched by her thoughtfulness. "Applejack… thank you. That's very kind of you."

"It's all fine, sugar. Ah don't leave ma friends outta nothin'." She smiled fondly at him. "Whatcha thinkin' about?"

"About how lucky I was to have met you in the town market, when I first arrived here," he chuckled. "Thanks again, for that and the jam."

"Believe me when ah say, it was ma pleasure." He did believe her, like always. "Now,we gotta get the orchard ready fer the harvest, so we're gonna be a mite busy."

"It's okay, I'll get out of your way. I'd better start making my way back anyway."

"Twilight's a harsh mistress, huh?" Applejack nodded in understanding. "Ah get ya. Catch ya later, hope ta see while these apples are ripenin'."

"I'm sure you will, good luck with the harvest." He tipped his hat to her and started to head back through the farm.

"Hey Dusk! How you doin'?" The bright voice of Apple Bloom reached his ears as he was leaving.

She and Granny Smith, curiously, were both dressed in bunny costumes and were jumping over a collection of watering cans, while Granny Smith sang the alphabet.

"I'm very well, thank you Apple Bloom. I can't stay, I'm afraid, I was just leaving," he told her.

"Aw." Her face fell a little. "Oh well, ah'm kinda busy anyway. Ah'm helpin' Granny Smith with preparin' fer the zap apples!"

"Is that what the costumes are for, or did you just feel like being rabbits for the day?"

"No, it's fer the harvest," she giggled. "We gotta do this so the water is jus' right fer the trees, by makin' it bouncy an' happy."

Somehow, the explanation made even less sense than it had been when he didn't know. He decided not to ask further, since he was otherwise ignorant of the process and Granny Smith seemed to know what she was doing. Or he hoped she did and this wasn't a sign of… anything else. She was quite aged…

He just shrugged and smiled. "Well, best of luck to you both."

"Say what?" The elderly pony had just noticed he was there, squinting at him. "Filthy, that you? Ah… ah thought you were taller… an' browner, fer that matter…"

"Mrs Smith, I'm Dusk Noir, remember?" reminded Dusk patiently. "I'm a friend of Applejack's. You came to visit me when I was in hospital once?"

"Huh?" She furrowed her brow for a moment, then nodded. "Oh yeah, yer Applejack's gentlecolt caller, ain't ya?"

Dusk blushed at that. "No, I… I'm not… I mean we're not…"

"Now, don't be shy, ah'm sure yer a nice feller. 'Bout time Applejack started takin' an interest in the fellers, anyways," she went on. "Well, she's jus' in the fields if yer lookin' fer her. Jus' none-a that hanky panky, ya hear? Else, ye'll have me ta answer to!"

"Mrs Smith, please, I'm not-"

"Well, nice seein' ya. Have a good one, ya hear?" She resumed her bouncing, leaving Dusk flustered and Apple Bloom giggling harder than ever.

"Yer as red as apple jam, Dusk!" She frowned for a moment. "Yer not really kissin' ma sister, are ya?" He shook his head. "Oh, ah didn't think so. Have a nice day then!"

She began to bounce in step behind her grandmother again, still giggling under her breath. His face still warm, Dusk decided there was no point in trying to correct Granny Smith and just decided to get back to the library.

The revelation that the zap apples were about to be in harvest had certainly gotten him interested. From what he remembered, they were supposed to take on a rainbow texture when they were fully ripened and were named not only for the bolts of lightning that took part in their creation, but that it was meant to feel like something was literally zapping the taste buds when eaten. He'd never seen one, nor had he ever tried the jam and was looking forward to having his own jar of it.

One might say that he had enough tasting rainbows for a while, but he didn't let those thoughts get to him. Let bygones be bygones and move on, she hadn't really meant it… not really. He was grateful hadn't talked about it much, or at least not with any anger or spite.

Seeing Applejack with her family there had once again made him feel both happy for her and a little envious of her. They had such a simple, yet fulfilling life together, working to get the apples to all the ponies of Equestria. Plus, there was the fact that the Apple family was huge and worked all across the land, just emphasizing the point. United in a single purpose, everypony working together to pull through and live a happy life. It probably wasn't always easy, but he was sure it was worth it.

His thoughts turned to his own parents, a stark contrast… Applejack's family were always close, she cared about them and loved them, as they did in return. If he could… they could…

"Dusk, Dusk, Dusk! You gotta come with me, right now!" He turned at the sound of the bright, urgent voice.

"Pinkie? What are you-?"

"No time, new pony, come on!" With that, she grabbed his hoof and started to drag him through the streets of Ponyville, to the bewilderment or amusement of onlookers. "Let's see if he's where I left him, I told him to wait right there."

As usual with Pinkie, Dusk had no idea what she was talking about or where she was taking him. He knew that she greeted new ponies who came into town, usually with a song, a dance, a party or all of the above. So, why did she feel the need to bring him along? She had managed just fine by herself before…

In the end, he decided it was best not to argue with her and just let her pull him along. After a few seconds, they reached the border of town, where a pony was waiting. He looked like he was about ready to leave, when Pinkie caught up.

"There he is! Hey, new pony! I'm back!"

She abruptly stopped, making Dusk's glasses land on the floor. She waited for a response, but he didn't say anything. Dusk continued to listen while he fumbled for them.

"I'm back, like I said I would be! Anyway, since you're new town that means you need friends and since you need friends, I thought I'd bring my friend along, so you can be his friend, then we'd all be friends! Dusk meet the new pony, new pony meet Dusk."

"What?" Dusk snapped his head up, still having not found his glasses. "Um, hello-"

"Great! I'll leave you two to get to know each other. Bye!" No sooner than she had arrived, she was off again.

Now, he was left with this new pony, feeling around blindly for his glasses and looking like a fool. Trying to figure out what to do, Dusk's vision was cleared up again when a apair of glasses, suspended by magic were lifted back onto his face.

"Here, you probably need these," the newcomer said.

"Thank you…" Adjusting them, he let them focus and take in the pony.

He noted how it was yet another new unicorn that he met now, laden with saddlebags. He was taller than Dusk, like most stallions, with fur that was a bright shade of green, like a jalapeno. His mane and tail, coloured a light silver, were rather spikey in places and unkempt, somepony who evidently didn't care what they looked like as far as that was concerned. His eyes were yellow, tinged with orange and appeared to be measuring up Dusk, though not in any hostile way.

Once Dusk had recovered, he seemed to falter a little, diverting his eyes and rubbing the back of his head, laughing awkwardly. Admittedly, Dusk wasn't all that sure what to do either. This was Pinkie's field of expertise, not his. The silence was unbearable.

"Ummm… hi…?" he greeted eventually.

He sounded rather unsure and nervous, something that reminded Dusk a little of… well, himself. He summed up a little more confidence and reasoned that he would try his best to accommodate him.

"Uh... hello." He coughed to cover up his nervousness and spoke again. "My apologies, concerning her. Meeting Pinkie for the first time is certainly... impressionable."

"Uh...yeah. She seems a bit...hyper. Really hyper. Heh... it's a bit funny," he noted, with a slight smile.

"It is her element, quite literally. So, you're new here?" he asked, hoping to make a good impression.

"Hm? Oh, uh...yeah, I guess I am. Sorry, it's just...ah...this is all awfully sudden...pff..." Without warning, he suddenly burst out laughing.

Dusk found himself laughing a little too, pleased to see that Pinkie had such a positive effect on him and he wasn't too startled by her randomness. Something told him that the stallion needed a good laugh, being new in town… and for whatever reasons he might also have. Dusk blinked, not sure where that idea came from.

"There's the laughter kicking in," he remarked.

"Yeah. Just... wow. Okay, I'm good. Recovered..." He took a deep breath, let out a few more chuckles and looked back at Dusk. "So...uh...is this the part where we do introductions? Properly, I mean?"

Dusk nodded in response. "That would be appropriate. Dusk Noir, at your service," he greeted politely, bowing his head slightly and holding out a hoof."

The stallion stared, looking a little taken aback. "Um...well, this is awfully formal...you know I'm not royalty or anything, right? Just a...normal pony."

"Sorry, if I seem that way but... I prefer to greet everypony with politeness and respect," said Dusk honestly.

To his relief, it worked. "Well, that's good of you. I just thought the bowing and stuff was a bit much..." He shook his head. "Whatever though. So, Dusk? My name's Ray. Ray Strike!"

"Good to meet you, Ray Strike." They shook hooves, Ray rather enthusiastically. "Welcome to Ponyville and believe me when I say, you made the right choice moving here."

Oh...uh... well...thing is," said Ray, laughing nervously, "I haven't moved here. Not yet, anyways. Your friend kinda jumped the gun there, I'd say..."

Dusk nodded. "She does that, although, perhaps more 'jumped the cannon.' So, what does bring you here?"

Ray looked a little confused, but just shrugged it off. "Oh, you know... just, uh...passing through. On my way to... somewhere."

"Staying long in Ponyville?"

"Dunno...maybe. It does seem like a friendly place. Definitely friendlier than where I'm from…" He turned his gaze to the ground, his expression saddening a little.

"Well, I promise you'll be very welcome here," said Dusk comfortingly.

"Hmm... yeah." He stared pensively for a bit, then blinked suddenly and snapped out of it. "Oh! Ah, sorry. Didn't mean to take up your time. You probably have somewhere to be right now..."

"Not really, I have some time on my hooves. If you like, I can show you around town," he offered.

"Oh...um...really?" He looked surprised by the offer. "It's just...uh...kinda looked that other pony... Pinkie, was it? It kinda looked like she was...well... dragging you," he noted with a chuckle.

He returned the laugh. "She was, she can be quite sudden, to say the least. But I wasn't in the middle of anything and I know how it feels to be the new guy in town. My offer still stands. So, is there anything I can help you with?"

"Ah, no, not really..." He paused to think again. "Actually, on second thought, I might need help finding a place to stay. Are there any inns or something like that around here?"

"I know where there's a place. Follow me."

"Where are we going?" he asked, falling in step beside Dusk.

"An inn where travellers can stay for as long as they need. Are you staying in Ponyville?"

He appeared to consider this. "I'm not sure. Maybe, maybe not. I never really make plans as to how long I'm gonna stay anywhere, to be honest. I do like it here though. Rural towns definitely have a charm that the big cities lack."

"I feel the same about it. Do you travel a lot then?"

"Yeah, I guess I do. I don't do it as a profession or anything like that, though. I've been to lots of places, but...I guess I'm just looking for the right place to settle down."

"You never know, you may have found it here. I know I did..." He smiled fondly at the truth of that statement.

"You know... I hope so." He returned the smile. "You seem friendly, anyways. And some of the other residents...well, they're interesting at least, from what I've seen. So, where are you from then, if not from here?"

"I was born in Canterlot. You can see it from here, actually," he pointed out, to the mountains.

Ray, however, suddenly stopped. "You're from Canterlot?"

"Yes… why? Is that a bad thing?" he asked, getting a little worried.

"No...no, not really a bad thing...it makes sense, now that I think about it. Never mind, it's nothing…" he muttered, looking away.

Dusk wasn't sure what to say to that, if he should ask about it or if he should stay out of it. He looked like he didn't want to talk about it, but could he prompt him to? Would this affect the possible chance of making friends with him? Did he want to be friends with him? Why wasn't Pinkie here to help him?

Fortunately, in a sense, he didn't have to think too hard about that, for their destination was already in sight.

"Ah, here we are, the Little Lamplight Inn. Just ask for a room and you should be well looked after," he said, hoping to leave on a positive note.

"Right. So, um...thanks. I guess I'll see you around?" he asked unsurely.

"I have no doubt you will. Good day, Mr Strike," said Dusk, tipping his hat.

"Yeah...um...good day...to you too...no, that's not me. Alrighty, bye then!" With one last wave, he went off inside.

Dusk stood there for a bit, wondering what else to make of Ray Strike and how he'd acted there. In the end, he decided to resolve this later and made his way back to the library, hoping Twilight would be fine with his little deviation.

* * *

"Things seem to be coming along well here," remarked Dusk, looking up through the roof of the Carousel Boutique. "Still a little draughty, you may want to have that looked at."

"Really? I hadn't noticed," replied Rarity, with a titter. "You know, now that I think about it, it might be nice to install a skylight there. It might give my room a more natural look."

"It might, but it won't do much to stop a fully grown dragon, if one shows up to cart you off again."

"Perhaps but, in the event that happens, I'm sure my very own dragon will see him off. Am I right in thinking so, Spikey-wikey?" she added more loudly.

The infant dragon popped his head around the hole in the roof. "Don't you worry, Rarity. I'll make sure no harm ever comes to you on my watch."

"I knew you would." She returned her attention to Dusk. "The repairs should be finished by the end of the day, then I can finally stop sleeping on my couch downstairs."

"That didn't seem to be much of a problem when you use it to faint on," he pointed out, following her back downstairs.

"It's comfort only extends to that, as well as obviously sitting on it," she replied. "My back hasn't quite felt right since I started using it for my beauty sleep."

"I hope so." He checked the clock. "It's almost time to go and meet the others. We should get going, if you like."

"Yes, punctuality is important and I know how much you appreciate that," she noted. "Spike, are you coming?"

"I'll catch up to you guys later!" he called back. "I'd rather that the fairest of all ponies should have somewhere equally fair to rest her head tonight."

"Aren't you the sweetest? If you insist..." She offered Dusk her charming smile. "Shall we, then?"

"By your leave, Lady Rarity," he returned, opening the door for her and following her out.

"With manners like yours, I'm surprised that mares aren't falling at your hooves." Her look turned serious. "I was rather shocked to hear about Rainbow Dash and that… incident with you."

"Yes, Applejack mentioned it yesterday," affirmed Dusk. "It was rather… unnerving to say the least."

"Yes, she is quite the most confrontational of individuals." She shook her head disapprovingly. "I would have thought that her loyalty to her friends would have kept in line, but apparently it wasn't."

"Rarity…"

"Yes, yes, I know about the fairy, but before all that, she was being so… so… obvious!" she declared. "I mean, just trying to win you over, staring at you like a dish she wanted to eat up in that very second, blushing away like nopony's business, I just… I could barely abide by it."

"Mmhmm," he nodded, a little absently, neglecting to mention that what she had just said was what she did most of the time with any stallion that caught her eye.

Still, she had at least restrained herself when it came to him, so that was mainly why he kept his mouth shut… and also because he didn't want to sound rude. He didn't like offending his friends, certainly not her, even if he did feel that, sometimes, she needed to be reminded of her values.

She picked up on his discomfort and gave an apologetic look. "My apologies, dear. This is probably the last thing that you want to talk about. I just wanted to say that I'm pleased that it was resolved. We shall see if she has improved at all today."

"Indeed." Wanting to lighten the mood a little, he changed the subject. "So, Spike's helping build you a house then? How long before he pops the question?"

"Dusk!" She looked shocked, but she also blushed heavily. "You… you can't be serious. He's only a baby…"

"He won't be one forever," he noted, with a slight smile. "He's already shown that he can be dedicated, caring and willing to assist in any capacity, a little more than he does at the library, I might add."

"You… you can't really be serious, darling…"

"I'm just saying that, if you are looking for an ideal suitor, you don't have to look much further. I have said before about you wanting to find the perfect pony and… well, are dragons and ponies so different?" he asked casually.

"They are completely different! Although… no, no!" Her face only became redder. "Dusk I… I mean I… you… and he…!"

"Rarity, I'm only joking." He laughed a little. "I'm sorry about that, but it was a change to see you flustered, for once."

"Oh… oh you little…" Her glare softened and she laughed too. "Now that I think about it, I find that I miss the shy, stammering pony who first walked into my Boutique with an apology for covering me in dust."

"He's still here, just in a different capacity."

"And don't you forget it, for I still know how to make you flustered and with much less effort."

"How?" He regretted the question when she suddenly moved in closer and brushed her side, and flank, against his, making him leap away. "Rarity! I… why did you… you…!"

"See, I have, as the younger generation say, 'still got it.'" The two of them laughed off the incident and passed the time with pleasant conversation until they arrived at the café, where the others were already waiting.

As they sat, eating their lunch and sipping, or in Pinkie's case, gulping, down refreshment, the conversation passed easily enough between them all. Twilight was still giving Rainbow cautionary looks and had made sure there was a sizable enough distance between Dusk and her. Apart from the odd glance between Dusk and her, none of the others seemed willing to comment or put forward a discussion for what had happened.

To Rainbow's credit though, she was respecting the distance and didn't seem to be making any moves toward Dusk, flirtatious or otherwise. Sometimes, her eyes seemed to linger, but she would always do her best to divert them elsewhere. It seemed she had learned her lesson, though Dusk wasn't sure how easy or how hard it had been for her to accept his decision. Frankly, he wasn't willing to ask either.

He didn't want a rift to be created between himself and her or with the others. Thankfully, they apparently felt the same way, with no reference to the incident. Dusk was silently grateful for that, though he still wished it had never happened at all.

"So, Applejack darling, how is the zap apple harvest coming along?" asked Rarity. "I am quite looking forward to this year's batch."

"Jus' great! All the signs are showin' up on time an' in the order they're meant ta, meanin' we're ready ta harvest in jus' a few more days, if everythin' goes ta plan."

"It should do. As long as all the steps are followed accordingly in preparation for them, the zap apples should appear when they're scheduled to," noted Twilight. "I read up on them, once Dusk mentioned it to me."

"Figures," remarked Rainbow.

"What's that meant to mean, exactly?" asked Twilight, in an edgy voice.

"Nothing, nothing!" she insisted quickly. "Just that I knew you'd… you know, look it up… or whatever."

She glared at Rainbow for a bit before resuming her talk. "I'm looking forward to seeing the meteor shower myself, it'll be quite an interesting phenomenon."

"At least we don't have to wait one hundred years to see this one," noted Dusk. "That'll be third one we've seen."

"Yes, there do seem to be a lot of them happening," she agreed. "I've been meaning to look into the last one, that was certainly unexpected, though not unappreciated."

Dusk exchanged a look with Rarity, but didn't say anything.

"Well, ah hope ya both enjoy it. Jus' a shame ah'll be missin' Apple Bloom's Family Appreciation Day session. She was kinda dead set on havin' either me, or Big Mac, but we're too bust organisin' the harvest an' actually harvestin'."

"Oh my, I hope she wasn't too disappointed," murmured Fluttershy.

"She still has her grandmother, that's something at any rate." Rarity sipped her tea daintily. "I myself have already attended one for Sweetie Belle. I even had the opportunity to make some outfits for the little dears. Oh, you should have seen them, they were simply to die for!"

"Well, families are important, that's what ah always said."

"When have you ever said that?" asked Rainbow.

"Ah told ya, always."

"Since when? I've never heard you-"

"Anyway, ah think it's good the young'uns take some time out ta appreciate their family an' what they do," she said approvingly. "Kinda like the Apple Family Reunion, only smaller."

"Yeah, well we all know about your family, Applejack," remarked Rainbow. "My folks work at the weather factory in Cloudsdale. My mom's a rainbow maker and my dad's works on the cloud bellows, so you can see where they got the inspiration for my creation."

"Oh my, I didn't know that," said Fluttershy excitedly. "My mother works in the factory too, but she's with the snowflake makers."

"No wonder you're so soft then. My dad always used to say 'what your folks do is what makes you,'" she quoted with a laugh. "I don't think he was quiet expecting something as awesome as me though."

"What about your dad, Fluttershy?" asked Pinkie.

"He's um… he works in… cloud construction… he um…" She didn't say any more than that, retreating behind her mane with an uncomfortable look.

The others, including Dusk, noticed the pained expression on her face, except for Rainbow who had to have it pointed out to her and decided silently not to probe further.

"My mom and dad still work down at the rock farm, along with my sisters, Mince Meat Pie and Chicken Pot Pie," reported Pinkie. "They can be a little grumpy sometimes though, like one time I tried to do a concert to support the family business. They didn't like the idea though, they said I should be more serious."

"Clearly, you didn't take their advice to heart then," said Dusk.

"Why would I? Being serious is _so_ boring! Why so serious?" she asked, with a grin.

"What kind of concern was it anyway?" asked Rainbow.

"Why, a _rock_ concert of course!" she said, with a snort and a giggle.

"Of course," Twilight noted, laughing along with the others. "My family still lives in Canterlot, they both work at the university there. My dad works as a lecturer for Astrological Studies and Phenomenon and my mum is a researcher for the university in the same field. Not to mention, there's my-"

"If I might interrupt for a moment, Twilight, I've just realised something," cut off Rarity. "Considering the length of time that you two have been dating, I would assume that you, Twilight have taken Dusk to meet your family?"

"Well… actually, no, as it happens," she admitted. "I know that is part of what we're meant to do, as part of the obligatory requirements of a relationship like ours, but I thought that would occur a little later."

"Yes, I can see the thinking there, but I would advise that you arrange something sooner or later," said Rarity. "Especially since you've no doubt informed your parents that you're in a relationship."

"Um… well… I haven't done that either," she confessed. "I don't see them very much these days and I get caught up in my lessons and everything else that it kind of… slips my mind."

"Weird as it sounds, ah'm inclined ta agree with Rarity," put in Applejack. "Family is pretty important and ah figure yer folks would wanna know 'bout somethin' like this."

"Parental approval would be nice. We don't want to end up like Colteo and Mareiet," joked Dusk, while in fact feeling a little nervous about the prospect.

Twilight picked up on this and placed a hoof on his shoulder. "Dusk, I'm sure that my parents will think you're as great as I do."

"I… hope so," he finally said, feeling a little better.

"Of course they will. I only hope that your parents like me." Dusk laughed to cover up how uncomfortable he now felt. "Now I mention it, I don't know a whole lot about your parents."

"Yeah, neither do we," Applejack agreed. "Come on Dusk, what are yer family like?"

"Yes, we've all said about our parents, why not throw your hat in. Figuratively speaking, of course," added Rarity, neglecting to mention she hadn't said anything about her parents.

Dusk could feel his nerves rise when all eyes turned to look at him, fiddling with his glasses. He'd really hoped that the subject wouldn't come to him, but they were expecting an answer now and he didn't want to seem unfair or to disappoint them, if they were genuinely interested.

"Well," he began, trying to keep his voice casual, "my uh… mother, Chord, works as a musician. She um… plays a few instruments, but favours the violin. She can sing too, something she's quite good at. Well, wonderful is more like it. She used to sing me lullabies when I had trouble sleeping as a foal. She's gentle, kind, caring but… she worked a bit, keeping her talents honed. She would usually make time for me… when she could."

"That sounds lovely," commented Fluttershy. "I remember you said that was a lullaby from her that you sung to get the animals to sleep. You know, when you came to visit me in winter?"

Dusk was touched by this. "You… you remembered that?"

"Of course. I could never forget a wonderful song like that." She smiled her gentle, heart-warming smile. "I still sing it to some of my animals when they have trouble sleeping."

He didn't say anything in response to that, only returned her smile and nodded, though this looked like it was enough for her.

"What about your dad?" asked Twilight.

"He's… different…" he muttered, feeling uneasy again. "He works as… an accountant, for a business firm. Abacus, that's him… my… father. He… he was always distant, really. Wrapped up in his work. I saw him even less than my mother and when I did, I… I don't know he was… he was always…"

Cold, emotionless, judging. That was what came to mind when he thought of his father, from what he did… or rather, what he didn't do. But how could he tell them that? He didn't want to create another problem for them that they'd have to fix, if one even existed. As if he didn't have enough to deal with concerning his… brother.

He didn't need his father now anyway, he had them. Or did he need him? He hadn't seen either of them for a long, long time. Did he miss them? Did they miss him? What kind of a son wouldn't miss his own parents… but what kind of parents not even try to come and see their son?

"Dusk? Darling, are you feeling quite all right?" enquired Rarity.

"What's wrong?" asked Twilight, concern in her voice. "Is it about your parents? Is there anything we can do?"

"I just uh… I don't really want to think about it," he finally said.

"You sure? If there's somethin' wrong, ya don't have ta-"

"Please, Applejack, I don't… I don't really want to discuss it, thank you," he said, with as much finality as he could.

If any of them were thinking of probing further, they were stopped by Pinkie's saving words. "Yeah, what are you doing here flapping your gums anyway, Dusky? You've still got that new pony to help make feel welcome."

"Um… yes, you're right," he agreed, not really wanting this line of conversation to continue. "That is, if none of you mind…"

"No, we're fine," affirmed Twilight. "I think it's good that you're taking time to make somepony new feel welcome."

"Thank you. Now, I just need to find him…"

"He went down thatta way," pointed Pinkie. "He looked like he was looking for something. Maybe he was wondering why I haven't done him a welcome party yet. That reminds me, I need to do a welcome party for him! Then you can all meet him!"

Dusk slipped away while the conversation turned to the subject of the party and set off after where Pinkie had indicated, thankful that she'd saved his skin again. And she called him the psychic one…

He had been thinking about how Ray had reacted yesterday and had decided that he could still make him feel welcome, perhaps find out why he'd had a negative reaction to the subject of Canterlot. He still wanted to have at least one friend who was of the same gender. He was perfectly comfortable with the girls, of course, but it might be nice to vary it up a little.

Plus, he didn't seem like another Jock or Muscles.

He found him, peering intently through the window of a shop. Hoping that this might go over better, he approached him and got his attention.

"Find anything interesting?"

WHOA, what the-!?" He seemed to jump a foot in the air and whirled around, calming down when he saw who it was. "Oh...Dusk, it's you...phew. Wow, gotta give you props, dude! It ain't easy to sneak up on me!"

"My apologies, I didn't mean to startle you."

"Nah, it's fine. That was the good kind of startle. You know, the kind that gets your blood flowing. But wow...you, sir, have skill," he nodded with admiration.

"Um... thank you." Not entirely sure if he meant that or not. "What were you looking for?"

"Hmm? Oh! Well, right now I'm just wandering around...specifically, I'm looking for a place to stop and grab a bite to eat. I haven't seen many restaurants since I came here...which makes sense, since this is a small town, but still…" He gestured to the window. "I was looking in here because I wanted to know if this was a food joint...which it is not. This looks like an antique shop...come to think of it, I probably could have learned that by reading the sign…" He chuckled nervously. "So anyways, what about you? Fancy meeting you again so soon. Whatcha up to?"

He ignored his rather awkward behaviour and remained pleasant. "Actually, I was trying to find you. If you want something to eat, we can get something at the market."

"Oh. Umm...alright, sure. Thanks." He started walking with Dusk, a curious look on his face. "Why were you looking for me?"

Just to see how you were doing and how Ponyville is treating you. How is it, by the way?

He scratched his head. "Well I've only been here for a day...not even. So I can't really give an accurate statement. But so far so good. The locals are definitely nice. Nicer than I'm used to. It's refreshing, even if a few seem a bit eccentric."

"I know what you mean. It can take some getting used to in that respect. But it's worth it," he said, with complete honesty.

"Still...uh...what exactly is special about a small town like this?" he asked.

"A few things. It's small, relatively peaceful, everypony knows everypony. The rest is up to you to judge and find out," he told him.

"_Relatively _peaceful? He raised an eyebrow and Dusk could swear he saw the corner of his mouth rise a little. "What does_ that_ mean?"

"If you stay long enough, I think you'll see. Here we are, look." He indicated the open field, where merchants gathered once a week to sell their wares, food included.

"Wow… how did I miss this?" he asked with a laugh.

Ray started to cast his eyes around the stores in search of food. He was bound to find something of good value and good quality here. Speaking of high quality…

"Ray, may I ask you something?"

"Sure, what's up?" he asked.

"Well… it's just about how you reacted yesterday, when I said I came from Canterlot…"

"Oh right, that." He looked a little guilty. "Do you… really wanna know?"

"If there's something you find wrong with the city, I'd rather like to know, if that's agreeable," he replied formally.

"Not with the city, more with the ponies from it. You definitely have the mannerisms of somepony from Canterlot...you're just way more likeable. Sorry about that, I just...well, I've been in Canterlot a couple times in the past. I've got some bad memories about that place. Most of them involve those stuck-up two-faced higher class," he said bitterly.

"Oh, right... sorry if I reminded you of that."

"What? No! No, you're fine!" he clarified quickly. "I never would have guessed that you were from Canterlot if you hadn't told me. There's no problem. At least so long as you don't start acting like _them_."

From the way he said that, Dusk figured out what he meant. "I don't have any intention to and I know exactly what you mean. The elite do have a certain… air about them that I dislike."

"You too? Upper-class, right?" He snickered, again with cynicism. "What is it about having money that turns ponies into hive-minded jerks? They don't have any opinions on anything unless the 'well-connected' pony next to them does, and then it's only to agree with what's already been said. Do the nobility even _do_ anything? I mean, do they even _have _jobs, or do they just prance around the city talking about the other ponies they know who've actually _done_ things? As though that by itself is some sort of big accomplishment..."

Though he was surprised at how angry and passionate this rant was, Dusk found himself nodding because that was exactly how he felt about the elite of Canterlot. Maybe they had more in common than he first thought.

"I... I think I know exactly what you mean," he said.

Ray blinked, like he was awoken from a trance and became complacent. "Oh...sorry. I don't mean to go dissing your city-folk, it's just...it gets on my nerves sometimes is all." He fell silent for a moment while they walked. "I'm, uh...I'm from Idahoof. You heard of it?"

"Heard of it, never been," said Dusk, pleased that they seemed to be getting along.

"That might be a good thing. I was… what the hay is that noise?" he asked, looking around.

Dusk saw what he meant, as he had heard a rather nasally sound in his ears for a bit. It turned out to be Granny Smith, dressed in a flowered hat and carrying bags of vegetables, skipping through the market and singing rather tunelessly. Everypony was watching as she pranced by, to the obliviousness of her and the embarrassment of Apple Bloom, who was trailing behind her with her head bowed and hidden underneath a bonnet.

"Ah got ma honey, gooey-goo! Got ma honey, gooey-ooh! Got ma honey, iddley-hoo!" She noticed Dusk and smiled brightly. "Well, howdy there, fella! Ain't it a fiiiiiine day?"

"Good day to you, Miss Smith," greeted Dusk, tipping his hat. "How's the preparations coming along for the harvest?"

"Fine an' dandy!" she reported. "Jus' came here ta get some essential ingredients. Ah jus' got maself a bit-a honey fer the jam!"

"I never would have guessed," he replied.

"'Course ya wouldn't have." She squinted at his hat. "Been meanin' ta say, get that dern bird's nest off yer head. Folks'll think yer odd, if ya go 'round wearin' that."

"That's my hat, Miss Smith."

"An' get them eyes looked at. That much shinin' jus' ain't natural fer a pony!"

"Those are my glasses."

"No problem, ah was happy ta help!" she replied, apparently not having heard a word of what he had just said. "Well, Half-Pint an' ah need ta get back. Ah'll tell Applejack ya said 'howdy'!"

She resumed her singing and skipping, Apple Bloom following reluctantly. He gave her an understanding smile, which she did her best to return and followed her Granny. Dusk looked back to Ray, who was openly staring after her.

"Another… friend of yours?" he asked.

"In a sense, yes."

"First that pink pony, now her…" He shook his head. "You have some weird friends, Dusk. I mean, really weird."

Dusk's mood from having gotten on his good side was now gone and replaced with a disappointment. Did Ray really think that his friends were… weird? Did that mean he didn't want to be associated with him, if that was the case?

"Yes, well…" He trailed off, unable to think of anything to say to that. "You can take your pick of what you like from here. I need to… get going."

"Really?" He looked a little surprised and perhaps disappointed, but he shrugged. "Okay then, see you around, I guess."

Dusk was already leaving, thinking how if he was ever going to befriend that pony… or if he really wanted to in the first place.

* * *

Dusk unfolded the telescope at the top of the hill, almost dropped it when he didn't do it quite right, took a deep breath to calm himself down and made sure that the tripod was equal this time, before letting go of it. Twilight would have killed him if he'd broken that.

"Handling the telescope alright, Dusk?" she asked, preparing some parchment and a quill to note anything down.

"Just fine, dear," he replied, thankful she hadn't noticed. "The telescope is ready for use and I shall be standing by, ready to take any notes you care to dictate to me."

"It's a good thing that my coltfriend is also my number one pony assistant then," she remarked. "I'd have thought you'd have a little bit of trouble, but I guess I shouldn't assume things like that so quickly."

"Of course not, it was perfectly fine," he assured, hoping it wouldn't be too obvious he was lying. "Try to have a little more faith in me, Miss Sparkle."

"I know, I know. If I had a bit for every time you said that…" She looked at him curiously. "You called me 'dear' before."

"I did." He grew worried. "Why, should I not have? It's just… you called me dear once so… I thought that… you know, it would…"

"Dusk, I'm not angry at you, it's not like you said you were my… well, it's not like that time," she said. "It's just that, you and me, we don't really use… affectionate terms all that much, do we?"

"I call you 'Miss Sparkle', that's my affectionate term for you."

"I know and I like that, the way you say it, but we don't really use the typical terms that other couples use," she noted. "You know, dear, darling, sweetie, honey, things like that."

"Well… I wasn't sure if you'd… be okay with... with me calling you things like that," he muttered. "If… if you want me to, then I'll… do it more often in future."

"Hey, to be fair, I don't really call you anything either. I thought they sounded a little too silly to be used so much, so I was rather reluctant to start using them, in case you objected to them at all. I didn't want you getting embarrassed in front of the others or anything."

"That's… considerate of you, but I still feel I… I should have said something, I suppose… I always have trouble with that." He hung his head, with a small smile. "I suppose I'm just stupid…"

"That's the last word I would use. In fact, I would never use that word." She giggled a little. "You might be getting better at it, but there are still times you feel unsure of yourself, aren't there?"

"That's me…"

"You need to try and break out of that mind-set more." She adjusted a knob on the telescope and looked through it. "Just do what you rarely do and go for it, don't worry so much about it. It's not such a bad thing, like I said, it's kind of cute what you stutter like that."

"Well… anything for you."

She looked up from the lens. Her smile became sympathetic. "That would be nice if you and I did start use them a little more, but don't feel that you should use them because you think you need to. I've been reading about how, typically, the mare expects the stallion to do nice things for her on a regular basis."

"And… you don't think I should do that?"

"Not really. If you want to do something, I won't stop you, but you don't have to bend over backwards to please me." She gestured to her necklace. "I can guess that you probably went through a lot of trouble to get this. I'm not saying I don't appreciate it but, next time, you don't have to go above and beyond just for me. You can just do something a little simpler next time."

Dusk was a little surprised by this, but he nodded anyway. "Okay, I'll bear that in mind. But, if I do want to do something special for you, you'll be powerless to stop me."

"Dusk, believe me when I say, I'm never powerless," she replied, allowing her horn to glow for a bit. "Come on, let's wait for the meteors to start. We'll keep an eye on the zap apple orchard as well."

He sat down next to her, the two of them lapsing into a comfortable silence. The quiet and stillness of the night air, combined with the peace he felt from being with Twilight gave Dusk a little more time to think about things. One thing in particular.

Apart from occasionally glimpsing him around town, he hadn't seen Ray for two days since the remark he'd passed with him at the market. Since then, he'd been trying to think of a way to try and appeal to him, to make up for the fact he thought that his friends were weird by his standards. Ultimately, nothing had come to mind because, in the end, he didn't know him all that well. He'd only gotten brief insights into what he was like and that wasn't enough.

The only way he would be able to get to know him better would be if he was willing to be his friend. But he'd never actually asked directly if that was what he wanted. In fact, the stallion had been literally sprung on him by Pinkie Pie… almost like she'd known. But how could she have known? It's Pinkie Pie, he thought to himself, why am I even asking that? So why had Pinkie chosen Dusk to befriend Ray?

"Something on your mind?" Twilight was gazing intently at him.

"Twilight, it's-"

"Don't even think about trying to hide it from me, I know when you're having trouble with something you think you can handle yourself, but you need to ask help for."

"It's… really nothing to trouble yourself with."

"On the contrary, I think you'll find that it is," she stated factually. "Part of being in a relationship is talking to your partner about them and trying to resolve them with their help. Otherwise, it can create a build-up of negative emotion that can be hurtful to both of us. Just talk to me."

There was no counter-argument for that. "Right… well… you know how Pinkie mentioned yesterday about a new pony in town?"

"I remember. Go on."

"Well… he made a comment a few days ago, about how he thought the ponies who were my friends were… werid. I'm trying to make friends with him but, in the wake of a comment like that… I'm just not sure how…"

"I see…" Twilight looked thoughtful for a few minutes. "I take it that he's already met Pinkie Pie, so anypony would make that assumption. I know I did… have any of the others met him?"

"No, I haven't really gotten to know him all that well yet. The only other pony he's met that I know is Granny Smith and, after this, I'm… I don't know…"

Twilight stared at him for a bit, then giggled, playfully hitting him on the leg. "Dusk Noir, once again you prove that even though you can be clever, sometimes you can be so stupid."

"That's a bit harsh."

"I'm sorry, I don't mean that in a bad way, but really think about what you've just said," she urged. "If he's only met two ponies that you know, both of which are rather eccentric, how can he make the assumption that all of your friends correlate to the same parameters? Does he think I'm weird?"

"No, he hasn't met you yet…"

"Exactly! Logically, he can't make such a vague, sweeping assumption from only two encounters and neither can you," she reasoned. "Just talk to him again and straighten the whole thing out. I'm sure that, if he's decent enough, he didn't mean it in any negative way."

The more Dusk thought about that, the more he wanted to slap himself for being such an idiot. Twilight was right, of course she was! It was so obvious! That meant that there was still a chance to make friends with Ray Strike and perhaps even change his view.

"You're right… I can be a complete fool at times. I shouldn't have made such a big issue out of this."

"We all know how well that turned out for me," reminded Twilight. "You gave the gift of friendship to the most reclusive, lonely pony in Equestria, you can do the same for this stallion. I know you can."

He nodded and smiled gratefully at her. "Thanks, Twi.

"No problem. You can just take me to dinner to repay me if you like, maybe Chez Delicious again."

He raised an eyebrow. "I thought you said I shouldn't trouble myself."

"I said I don't want you doing it too much, it doesn't mean I don't like being treated exceptionally," she said, with a giggle. "Relax, I'm only kidding. Ooh, look, it's starting!"

Her eye pressed once more to the lens and Dusk watched the stars shoot over the orchard. Twilight let him have the telescope, just as he saw little blue flashes in the trees. The flowers burst open, revealing colourless apples hanging from their branches.

"Zap apples are here," he reported. "Only one more day to go, then harvest day and zap apple jam." He spent a few more minutes looking at the stars, until… "Hold on, what on earth is that?"

"Let me see, I might be able to tell." Twilight looked through. "Hmm… looks like three filles, who tried to harvest the apples before they were properly ripe, soaring through the air after being propelled by the magical properties of the tree."

Dusk blinked. "How… did you know that?"

"Lucky guess. I could be wrong, of course."

"Well, what else could it be?"

Twilight shrugged. "A lost kite, perhaps?"

They spent about half an hour more watching the meteors shoot by, until they ended and Dusk walked Twilight home. The streets of Ponyville were typically quiet on his way back, nothing but the chirping of crickets and the occasional hoot of an owl. Everypony would be fast asleep in their beds and he didn't expect to see anypony else out.

How surprised he was when he glimpsed a bright green figure in the dark, the silver of his mane shining slightly in the starlight.

"Ray, is that you?"

He whipped his head around quickly. "Who's there?

"It's me, Dusk. Sorry, did I... sneak up on you again?" he asked, with a small laugh.

"Yeah, kinda. Don't worry about it, though. It's kinda hard to see you in the dark anyways." He walked out into the moonlight where Dusk could see him more clearly, though part of him was still in shadow. "So… what's up? You come out to see the meteors too?"

"I did, yes... well, with my marefriend," he clarified.

Even in the dark, Dusk could see his eyes widen visibly. "You've got a marefriend? That's...wow. I honestly didn't expect that."

"Neither did I..." Though he didn't know exactly what he meant by that.

"Umm...neither did you..? I don't know what you mean by that...oh. Hold on a second..." He leaned forwards, making direct eye contact. Dusk, out of habit, diverted his own gaze while he smiled after a few moments. "Ah, I get it. You've got some minor self-esteem issues?"

Now it was Dusk's turn to widen his eyes. "Oh! Well... um... yes, in a way. Not as bad as before but... yes. How... did you know that?"

Ray rubbed the back of his head and grinned. "I have a bit of a knack for reading ponies' body language and facial expressions. I just picked it up while learning to write. You know, character descriptions and all that. Though with you, it's less in the face and more in the eyes." His grin suddenly disappeared. "You seem very lonely."

"Lonely? Sorry to disappoint, but... I have six of the best friends I could ever ask for. Lonely is the last word I would use," replied Dusk honestly, though he was a little wary now.

He looked at Dusk inquisitively for a moment, as though about to ask something, but smiled. "Hey, I didn't say I was perfect. In this situation, I'm glad that I'm...wrong. It's...good that you have friends."

"I know... I don't know where I'd be without them, really I don't. You might think they're weird, but I wouldn't give them up for anything in the world," he told him, not really sure why. He barely knew him.

"You… you love them, don't you? I mean, not to sound cheesy or anything, but..."

"I do, yes... I'm sure you feel the same about your friends," he offered.

He'd said the wrong thing, for Ray's face immediately clouded and he looked solemnly at the ground.

"I don't have any friends. I don't think I ever did. I wasn't exactly popular back home...and I guess it's hard to make buddies when you're always moving around like me. I wish I could...from what I've seen, it's pretty awesome. But yeah…" He looked at Dusk seriously. "You know, when I said earlier that your friends were weird, I didn't mean it as an insult. Sometimes things just come out of my mouth before I can filter them. I meant it more along the lines of...them being special. Unique. I've never met ponies quite like the ones I've seen here before. By that, I mean...they're nice. Really nice. Just… I'm sorry." He returned his eyes to the ground again.

Whatever feelings of doubt he had concerning RayStrike had gone, for Dusk felt nothing but overwhelming pity and compassion for him, enough that he could smile at him and actually want to look him in the eye.

" It's okay, I forgive you and... I'm sorry to hear that. I know how it feels, I really do."

He looked back up, wiping something from his eye. "Heh...yeah. Thanks. Somehow I figured that you'd felt it at some point. Maybe you still do sometimes...but whatever. Just...I've never really known what it's like...friendship...but if it's anything like I've heard...as far as you and your friends go...just make sure you stay true. I heard that friends are supposed to be there for you...to help you through your pain...and to accept you, no matter who you are, or what mistakes you may have made." He looked Dusk in the eye again and this time, he didn't look away. "It that's true, then don't forget it."

Again, Dusk felt touched by his words but… he couldn't shake the feeling that he meant something more, that his words carried more weight and meaning, the more he thought about it. Could he be referring to… him? Had he seen a brief shade of jade against the emerald? Round pupils becoming slits?

No, how could he possibly know that? He'd known about his esteem, but that was perhaps he could relate to it. Maybe, somehow, this was what Pinkie had picked up on and why she'd chosen him, because Ray was most like… himself.

"Right... well friendship is open to all willing to receive it... from those willing to give it." He gave him a long look, before smiling again. "Well night Ray. Pleasant dreams."

Ray didn't say anything as Dusk turned away to leave. Now, it was his turn to think, to see if he would accept the offer he had just made. It might not be from a figure of royalty, like with Dusk but it was better than nothing. Anything was better than that.

* * *

The zap apples had arrived and ripened, right according to the signs and had vanished once again once the time had passed. Before they had though, the Apples had managed to gather enough to make a very large supply of zap apple jam, which they began selling on the same day to the towns ponies.

Having essentially booked his in advance, Dusk was now receiving his own jar of the uniqe substance from the filly at the stand.

"There ya go, Dusk, hope ya like it!" Apple Bloom said brightly. "Ah think this might be the best batch we've made yet."

"I'll see, soon enough," he replied. "You seem quite cheery today."

"It's 'cause the jam is finally ready an' also 'cause ah've jus' been reminded 'bout how special ma Granny is." She looked to where Granny Smith was singing with some others foals and fillies to the water. "Ah'm jus' sorry ah fergot that…"

"It's okay, we all forget things sometimes. What's important is that we remember them later." Her smile brightened at his words. "Now, I need some bread to try out this… this… what's this again?"

"Ya know what it is, it's zap ap- oh right," she realised, with a giggle. "There's some over there, if ya wanna try."

Dusk nodded and started to walk over, wondering if somepony else he knew had also remembered something of importance that he'd said to him. He hadn't seen any sign of him, either around town or anywhere in the queue. He'd either been and gone or he'd moved on. It would have been a shame if it was the latter case. He was just starting to like him…

"Hey! Dusk!"

He turned at the sound of his voice and grinned. "Hello, Ray. I thought I might find you here."

"Guess you were right. I was waiting for you, actually. I had a hunch you might come by here for the jam. Everypony else in town is, after all. So I've just been hanging around until you showed up...and here you are."

"I see. Is there any particular reason why?" He knew what his answer would be, but he wanted Ray to tell him.

He rubbed his head again and chuckled nervously. "Yeah...well...about what you said to me last night. Uh...I've been thinking about it, and...wow, this is hard. Umm... maybe I just misinterpreted what you said...you were kinda vague, to be honest, so I'm not sure...but, uh were you...offering to be my friend?" he asked, with a questioning gaze.

How alike they were. "I was indeed. Are you accepting?"

He stared openly for a few seconds, like he couldn't believe his own ears. Finally, the corners of his mouth spread in a huge grin.

"Definitely! Of course I am! I mean...this is just...yes! Dusk, I..." He took a deep breath to calm himself down. "I would like to be your friend...if you really want me as one."

"It would be my pleasure." He held out a hoof, which he once again shook, sealing the deal. "Fancy some jam?"

He was still grinning away. "You mean this Zap Apple stuff? I've never even heard of it before, to be honest. But yeah, I'm game."

Dusk chuckled and let Ray join him by his side, hoping that this would be the start of something new for the stallion, as it had been for him, one year ago.

* * *

So, what do we think of Ray so far? Thanks to Scifiwzardman for letting me use him and giving help with characterisation.

Just a note here, this story and all the others are posted on FiMfiction. If anypony else has an account on there that has one here, could you please support the story there too please? I'd be very grateful. Also, big thanks for making this my first triple figure review story. And there's still much more to come!

Up next… *hums No Business Like Show Business*


	19. A Little Variety

**A Little More Variety**

"Alright, Twah'light, ya called us here 'cause ya said ya had somethin' important ta tell us," recalled Applejack. "Now, y'all actually gonna tell us what's what?"

"Yeah, I got stuff I need to do today."

"Would 'stuff' fall under the same category as making sure you get your nap?" asked Rarity pointedly.

"Hey, Twilight has her schedules and I have mine."

"There's nothing wrong with taking the occasional nap, now and then," put in Pinkie. "I do it sometimes at Sugarcube Corner. Dough makes a really comfy pillow."

"Y'all sayin' that yer sleepin' in the stuff that ya use ta make cupcakes and cookies, ya sell ta everypony in town?" asked Applejack, her tone bordering on incredulous.

"Not all the time, AJ. Just some of the time."

"Remind me ta check them cakes more carefully in future…"

Dusk only smiled by way of contribution, but remained silent. The letter had only just arrived this morning, with Hearth's Warming only a week away. He remembered last year, how wonderful it had been, having the girls over to his home for his very first party and celebration in Ponyville. He only hoped that this year would be just as enjoyable and memorable, even more so with Ray in the mix now, if the girls wanted to have him along that is.

On that particular subject, it was Ray's Welcome to Ponyville party soon, an opportunity for him to be introduced to the town and to his own circle of friends. They were all rather intrigued to meet him once Dusk mentioned him and he was looking forward to introducing him to them all. His minor fear was that they would feel a little strange about it, but they accepted it good grace, feeling that it was good he was expanding on his friendships. Applejack had made the remark hoping he wasn't another Element of Harmony waiting to happen.

He himself was quite excited to see how he would receive them and vice versa. He had an idea of who he might get on with best, but he wanted to wait and see first.

"Alright then, everypony," Twilight said, addressing the group, "since you're all wondering why I've gathered you here, I just received a very important letter from Princess Celestia. Spike, if you will."

The baby dragon nodded and unfolded the scroll, clearing his throat importantly.

"_Dear Twilight Sparkle,_

"_In preparation for the upcoming Hearth's Warming Eve celebrations, I have decided to allow you and your friends the prestigious honour of playing the main roles of the founders of Equestria in the pageant in Canterlot. Enclosed with this letter is a cast list for each of your friends, detailing each of their roles in the performance._

"_Learn your roles well and break a leg._

"_Sincerely, Princess Celestia, Princess of the Sun, various titles yadda yadda yadda."_

Rarity was the first to react, gasping dramatically. "The Canterlot Hearth's Warming Eve pageant? What an opportunity! Me, in the starring role of one of the grandest venues in the land. Oh, this is what I was born for!"

"We're in too, ya know," Applejack reminded her bluntly.

"What I was _born _for," she whispered again, overcome with excitement.

"Yeah, this looks like it could be cool," noted Rainbow, looking over the list she'd been given. "I get to be some kind of commander. A fearless leader of ponies, the perfect role for me."

"Ooh, ooh, I get to be Chancellor Puddinghead!" Pinkie giggled hysterically at reading the name. "Hehehehehe! Just like that time I stuck my head in the oven to check on a cake!"

"And I get to be the narrator! The mysterious voice who knows all and sees all, the actions of everypony dictated by his words, as he moulds them like clay in his claws. All the power, all the control that I'll have!" He laughed in a sinister sort of way, until he realised everypony was staring at him. "I mean uh… this could be fun."

"I have to admit, I agree with you there," said Twilight. "This is quite an honour, for all of us. We're essentially playing… well, us. Our ancestors, in the case of me and Dusk."

"I dunno. What was this Commander Hurricane like?"

"According to records, she was daring, brave, defiant and determined," recalled Dusk.

"Hey, you might be right…"

"But she could also be arrogant, aggressive, pushy, bossy and demanding."

"See, like I said, no connection at all!"

Fluttershy was the only one who'd remained silent throughout the proceedings, so Dusk turned to look at her, only to see her shivering like she'd been caught in an icy wind. Considering it was winter, that wouldn't be far from the truth, but he didn't think it was anything to do with the cold.

"Nervous about the idea of performing?" he asked her.

"No! I mean, yes… I mean I... well… it's just that…" She squeaked and hid behind the locks of her mane. "I've… I've never… been on stage… before…"

"You were a model for almost a month," reminded Dusk.

"Yes, but all I had to do was stand there and look pretty, even then I hated it!" she squealed. "All of those faces, staring up at me and I need to remember what to say. What if I forget? What if I don't remember my lines and I make you all look bad? I'll be terrible!"

Dusk, understanding her fear, placed his leg around her comfortingly. "It's okay, little sister. I have the same worries myself. I admit I… I feel rather apprehensive about this whole thing."

"If ah'm honest, so do I." They all looked around in surprise at Applejack.

"Whaddaya mean? You've competed in, like, every rodeo ever!" remarked Rainbow. "I'd have thought you'd be up for this!"

"Ah know, but ah ain't never had ta do anythin' like remember lines fer a play or somethin'. Ah ain't never been nopony except maself. It's gonna be a lil' strange, ta say the least."

"Now that you mention it, I've never tried my hoof at acting either," added Twilight.

"Gee, never would have guessed that," muttered Spike.

She ignored him and continued. "Okay, considering the attitudes that most of us seem to have towards the idea of performing, I suggest that we do something before hoof, just so it's not a complete shock to our systems."

"I agree with the egghead," nodded Rainbow. "It's always good to get a little practice first, otherwise you end up crashing out. Take it from an expert, it's not pretty."

Rarity gasped again. "Ideeeaaa!" she sang. "I have the perfect solution, in that respect."

"Then please share, by all means," invited Dusk.

"I will." She nodded smartly at him. "Now then, every year, the town hosts a variety show performance, that anypony can sign up to. I believe there is some history behind it, but I've never been clear as to what…"

"Would that be based on the early days of the town when, in the winter to keep warm, the settlers would hold a show in order to keep warm against the cold?" ventured Dusk.

"I was just waiting for you to come out with something like that." She giggled at his blush. "Anyway, I believe that the show would be an excellent opportunity for each of us to display our unique skills, so as to gain the necessary experience for the pageant in Canterlot."

"Now, that ain't such a bad idea," agreed Applejack. "A real chance fer us ta show off our stuff, so we ain't so nervous when we have ta do the performance."

Rainbow made a dismissive noise. "Speak for yourselves. If I do this, it'll be just to give everypony a taster before they get blown away by my awesome acting. But yeah, I'll sign up for it, might be fun."

"Ah'll throw in ma hat fer it."

"I um… suppose I will too," replied Dusk, tipping his own for emphasis.

"Make that three!" Pinkie randomly threw a party hat into the centre of the room.

Once again, the only pony left indecisive was Fluttershy. She was fiddling with her hooves and casting her eyes nervously around the room, like she was trying to find some other solution that didn't mean she had to face a whole crowd of ponies.

"Come now, Fluttershy," Rarity said gently. "You're going to have to go on stage anyway for the pageant. We can't turn down an offer like this from Princess Celestia, she's counting on us."

"Yeah, it'll help turn those jitters into nerves of steel." Fluttershy squeaked loudly from the hearty slap Rainbow gave her. "Okay, maybe not that far…"

"Just give it a chance, little sis?" offered Dusk. "We're all doing it, so you're not alone in it and you'll be performing for the town, for your home. If you do something for them you really enjoy, I'll wager you'll have just as much enjoyment performing it as they will watching you."

Fluttershy bit her lip, still looking nervous about the idea. He could tell that this wasn't easy for her, but he'd prefer that she go on stage, knowing what to expect, instead of collapsing from fright when the curtain lifts. Eventually, she took a deep breath and put on the bravest face she could.

"Okay… I'll do it, if it'll help. I guess… I'll be able to find something."

"Great! Well, I also think that this is an excellent idea for all of us," put in Twilight. "We all sign up for the show, get to work on our individual performances and get the experience we need to be ready for the pageant, as well as have some fun along the way. Agreed?"

"Agreed," they all chorused.

"Good luck then, everypony, I'll see you all on the performance night then." With some excited chattering, they left the library, leaving the three librarians there.

"Right then, Dusk," Twilight said, "considering the nature of this situation, you have my permission to spend the days up till the performance to work on what you want to do."

Dusk felt a little disappointed. "You mean… you don't want me around?"

"No, no, not in that way!" she said quickly. "It's just that I'd prefer my show to be a surprise, not just for you, but for everypony. I'm sure the others all feel the same way."

"Oh, right, that makes sense." It did, for he had done much the same when he had done his performance for the Canterlot Magic Contest a year ago. "In that case then, I shall see on the eve of the performance, Miss Sparkle."

"I look forward to it," she returned. "I'll be in it to win, don't think I'll go easy on you just because you're my coltfriend."

"I extend the same sentiments to you, my dear."

"Good luck then, sweetie, when I'll be standing in the winner's circle."

"You too, my dear and it shall be as you shake my hoof to congratulate me on my victory."

"Will you two give it a rest?!" demanded Spike. "Even when you're doing trash talk, it makes me want to puke."

"It's not trash talk, it's satirical and ironic competitive and romantic banter," corrected Twilight.

"How is that any better?!"

Dusk just left them to it, tipping his hat in farewell and making his way home. Of course, like she had said, neither of them meant anything hurtful by the comments. There wasn't even a place for third, second or first in this show. It was simply for everypony to show off what they were good at and to enjoy it while they did it, as those first settlers did years ago.

Already, Dusk's mind was starting to whirl with ideas as to what to do. He still, of course, felt nervous about performing on stage, but it had been a long time since he'd first stumbled onto the brightly lit stage back in Canterlot, creating colour puppets to the tune of One Winged Alicorn. His magic and his views had changed since then, so he felt more sure that he could pull off a watchable show at least.

This time, hopefully, he wouldn't be doing it alone. Setting off in the direction of the inn, he decided to try and find Ray to help him out. It would be good to have somepony else put forward their ideas for a change. Plus, he had yet to show him what he could do.

It didn't take him long to find the green unicorn, explain to him what was going on, to which he gladly accepted and take him back to his home, where they would have the space and somewhat privacy of his back garden in which to practice.

"So, you want show off your magic then?" he asked, when they arrived. "What kind of magic, exactly? Is it going to explain your cutie mark?"

Dusk glanced back at the seven-coloured circle on his flank. "It will, once you see it."

"Yeah, I thought it looked a little… odd. Not odd in a bad way," he said quickly, "just in that I've never really seen one like it before."

"Well…" Dusk created a colour dot, one for each colour on his cutie mark and made them fly around him, "I imagine that you wouldn't have."

"What… what is th- WHOA!" He almost jumped back when they soared after him, like multi-coloured ghosts, danced and twirled around him for a bit, then faded away at Dusk's mental command. "What was… wow, what was that?!"

"My magic," he replied simply. "I've been able to do that since I was young. Pure magical energy, with which I can alter their colour and their physical nature. I'm working on expanding it at the minute beyond that and it's still in early stages, but it's much further than what it was."

"I see… well, that's… wow!" he repeated. "How do you have low self-esteem if you can do stuff like that?"

"I used to hide it, back when I was friendless. I didn't know how others would receive it, if I showed them. Now that I have friends, I've learned to be a little more… proud of it."

"I can tell," he remarked. "I'd be pretty proud, if I could do stuff like that. I have some of my own talents really, quite handy really, helps me get around a bit."

"In what way?" asked Dusk, intrigued.

"Hmmm… I don't feel like showing you just yet," he replied mysteriously.

"Ray, be reasonable. You can't mention something like that and not elaborate on it," he reasoned.

"Yes I can, I just did."

"Why?"

"Because I want to." He grinned at Dusk's flabbergasted expression. "Well, come on then. Let's get on with this!"

"Fine then, but you're going to have to tell me sometime in the future."

"Not necessarily. You have your secrets, I have mine. Whether or not we choose to tell them is our choice." He seemed to have that knowing look in his eye, like he was saying more than he meant… but it was just as quickly gone again. "So, shall we get started?"

Dusk returned his smile. "That sounds like an excellent idea."

* * *

Over the next few days, Dusk worked together with Ray in order to plan out what he was going to do for his performance in the variety show. It didn't cut in much to his normal time, as he still had his lessons with Luna in the evening (something he hadn't yet told Ray about yet) and he had learned the times of day Twilight had designated for her own rehearsals for her own performance, so he was able to go and visit her when she wasn't practicing. Neither gave the other much hint of what they were doing, but they were both looking forward to what they had in store.

As Twilight had predicted, the others were also keeping their ideas and skills to themselves. Applejack spent her time at the farm, probably honing her rodeo skills to the show, Rainbow could now and again be seen darting across the sky mid-trick, Rarity was seen buying large amounts of different fabrics, strange noises could be heard from Pinkie's room at Sugarcube Corner and Fluttershy had secluded herself completely at the cottage, rarely venturing out. This could be viewed as normal behaviour by the different mares, but Dusk knew better.

For the most part, Dusk felt that he was nearing being ready for the show. With help from Ray, he had decided to take the opportunity to show off what he had learned, how much more talented he had become with his magic in recent days and how much of a show he could put on. He at first wanted to go for something slow and peaceful, but Ray had persuaded him to go for a more bombastic and spectacular approach, with flashing and shooting colours accompanied by a very dramatic piece of music that they'd come across that would match it, rather like what he had done at the Magic Contest, except without any coherent shapes representing anything. It was rather simplistic, but Dusk liked it and so did Ray.

Even so, he couldn't shake the feeling that something was missing from the whole thing, amidst all of the flares and flying. He didn't know what it was, but he just couldn't shake it…

Dusk had to admit that working with Ray was certainly different. Until today, he'd mostly spent time with the girls, who preferred to keep things low key, when the world wasn't in danger or the town was under attack of course. He'd grown accustomed to the relaxed atmosphere and slow-paced activities he had with them, but in contrast, with Ray it was like spending a day with Rainbow Dash's long lost unicorn brother.

Perhaps that was a slight exaggeration, but Ray was certainly enthusiastic about making his magic look as spectacular as possible. His rather blunt, honest opinions combined with the writer's mind that he apparently possessed meant that he had a good artistic eye, added with a typical masculine tendencies towards the phrase 'the bigger, the better.' It took a little bit of getting used to, but Dusk could say that he enjoyed his time with Ray.

He also took the time to find out a little more about him, when he was willing to tell it.

"Well, this looks like it's coming along well. Thanks for your help again, Ray," he said, cancelling his magic.

"Hey, no problem. I'm happy to assist! Besides, I need something to keep me occupied around here. He seemed to be thinking about what they'd done so far "...yeah, the way this is going, you're performance will definitely be flashy, to say the least. My kind of show! And I'm definitely looking forward to seeing what you have planned for that magic of yours. Some talent!"

"Thanks. I've only recently started to take pride in it, which for me is... admirable."

Ray gave Dusk a half-lidded glare, then levitated over a pipe and lightly bonked Dusk on the head with it.

"Ow! What was that for?" he asked, with a slight laugh.

"Low self-esteem is bad, Dusk. I will discipline you whenever you display it. Trust me, this is to help you." He tossed the pipe aside and flashed a grin.

"You sound like the girls, except they didn't hit me. Apart from Rainbow or Twilight when she's angry."

"The reason you hear it so often is because it's true. As for the hitting, that just comes with the merchandise." Gestured to himself dramatically. "Don't worry, I won't do it if you don't like it...much, anyways."

"Fair enough. You can't force change though," he said with a chuckle.

"Nope, but I can certainly speed up the process!" He grinned again and walked back over to Dusk. "So, what now? You wanna take a break?"

"Might as well. On the subject of talents, I've been meaning to ask about yours."

"Which one?" he asked, levitating a couple of sandwiches out of the lunchbox he'd bought and giving one to Dusk.

"Thank you... wait, you have more than one?"

"Of course! Everyone has multiple talents, especially me, given how awesome I can be. That was...uh...the joke," he deadpanned, with awkward laugh.

"Right..." He raised an eyebrow, but just shrugged it off "Anyway, I take it you're a writer, like you said?"

He sat down and took a bite out of his sandwhich, spraying some food in response. "Yup!"

"That's quite an impressive talent. Have you published any works at all?"

He swallowed before speaking. "Nah. I'm really more of an aspiring writer, to be honest. I haven't been able to fully complete anything yet."

"I see. Life on the road kept you away from a writing desk? Hm... I never did know why a raven was like one," he thought aloud.

Ray gave a blank look. "I don't get that reference."

"Never mind. So, do you hope to take it further?"

"Well, of course. I love writing. It gives me a way to express myself, to share my creativity with others. I like the idea that anything written by me has the potential to touch the hearts of others. You know, seal my place in a part of history. The problem isn't me moving around, though. It's...well, I've got poor focus. I can get inspiration from just about anything, see. And I can do tons of stuff with that inspiration, while I have it...but I have trouble holding onto any single idea long enough to really make something out of it. Something else always comes up that catches my interest, and I can't help but move over to that, and when I finally do decide to get back to work on the first thing, I've just...lost interest, I guess." He craned his neck to look at his cutie mark. "Makes me wonder if I really do have the potential…"

"I'm sure you do. Your artistic eye has certainly helped here. You seem to be a Hayanardo Da Vinci, as far as writing is concerned," said Dusk encouragingly.

He chuckled in response. "What does set designing have anything to do with literature? Besides, how can you even make that comparison when you haven't read anything I've made yet? Ol' Vinci was great and all, but I'm thinking of going more into the adventure/fantasy line of writing. Much more exciting."

"I agree with you on the fantasy front, but I was referring to his work. He'd always take interest in something, do something based around it, but his interest would soon drift on to something else. It took him twelve years to finish the Pony Lisa, you know. It doesn't mean his work wasn't great though," elaborated Dusk.

"Oh, now I get it! Yeah, that makes more sense." He looked up and smiled a little. "Wow...so me and Hayonardo, huh? It's...really encouraging that you think of me like that. Thanks, Dusk."

"My pleasure. Anything to help my friends, one of the few things I'm good at... Too late, Dusk realised his mistake. "Oh dear."

He gave him a maniacl grin. "Oh, Dusk...you went exactly three minutes and 27 seconds...oh well." He brought out the pipe again.

"Ray, please, there's no need for this..." he placated, backing away.

He stopped to consider this. "Hmm...alright, fine. Just this once, since I more-or-less sprung this onto you." He flung it away again, where it landed near Dusk. "But seriously, we're gonna work on that confidence of yours in the future."

"I'll bear that in mind." He levitated it further away for good measure. "So, shall we get back to work?

Now, he raised the eyebrow. "Dude, I'm not done with my sandwich yet...and you haven't even touched yours."

"Oh… right… I'll get on that."

Regardless of the oddity that occurred at times, Dusk thought they were making good progress and that he would have something spellbinding by the time of the show. He almost wished he could show it to somepony else, to see what they would think and have a fresh opinion. Without even realising it, he got his wish.

"I think that's looking much better," commented Dusk, on the explosions of light they had in the middle of the performance.

"Yep, I'd say we're…" He trailed off and focused on something behind Dusk. "Looks like we have an audience of sorts."

Dusk whirled around and saw that he was right. Twilight was standing there, looking a little ashamed that she'd been discovered like this.

"I was just coming over to return your saddlebag, you left it at the library." She held up the item in question with a sheepish smile. "I didn't know that you'd be practicing."

Surprisingly, Dusk wasn't too angry. "It's okay, my fault for leaving the bag I suppose. You just wanted an excuse to see me, didn't you?"

"You've got me there," she giggled, kissing his cheek and blushing.

"Ooooohohohooh!" He turned to see Ray, grinning like a fool at the sight of them. "So this is her, then? Come on, don't keep me in suspense..."

"It is, yes," he replied, blushing even more. "Ray, this is Twilight Sparkle. Twilight..."

"Ray Strike, I assume. Pleasure to meet you," she greeted politely.

He bowed his head and smiled. "And it's my pleasure to meet you, Twilight." As he rose back up, part of his mane fell over his eye, making him flick it away irritably

"Looks like that's something else you too have in common," commented Twilight, flicking Dusk's mane a little. "Though, yours is a little neater."

Dusk mumbled his thanks, while Ray gestured to his mane.

"Yeah, this stuff just does whatever it wants anyways, so I don't even bother. But back on topic..." He let a sheepish grin grow. "You know, I can't believe I'm saying this, but you two make a very cute couple."

"Thanks," they both said, laughing a little.

"We uh, get that a bit," said Twilight.

"Quite a bit," added Dusk.

"More than you'd think."

"But not as much as..."

"… we'd like," finished Dusk, sharing a warm smile with her.

Ray laughed openly at this display. "Oh yes, commence the 'finishing-each-others-sentences' relationship phase! Adorable. It makes me feel all fuzzy and warm inside…" He wiped away a false tear and performed an exaggerated sniff.

Wanting to change the topic a little, mainly because Ray's attitude was making his cheeks all the more hotter, Dusk turned to Twilight. "I might as well ask, since you've seen some of it, what do you think?"

Twilight bit her lip and frowned. "From what I saw, it looks… good but it lacks… substance."

"What… what do you mean?" asked Dusk, feeling a little disheartened.

"Well… I remember the one you did in Canterlot and this one pales in comparison," she elaborated. "That one told a story, taught as well as entertained. This one is little more than some flashing lights set to music. It's entertaining, but there's not much else to it."

Even though Dusk had been feeling himself that his performance was lacking something, to hear it from Twilight was still rather disheartening. It made him feel like this effort hadn't really counted for much and he felt a little foolish for making such a mistake.

Ray was quick to leap to his defence. "Hey, there's nothing wrong with a bit of action with something like this."

"I know, I'm not saying there isn't. If this is the route that you want to go down, then I won't stop you. I'm just telling you what I think."

"Well, I think to be fair since you've seen Dusk's show, maybe we should see yours." He folded his legs defiantly. "How do you like that?"

"I think that's a fair suggestion."

"Just as I thought, you… wait, what?"

"You're right Ray. I've stumbled on Dusk's performance when it was supposed to be a surprise and now I feel that it's fair that I should show him mine. He might have a fresh insight for it anyway, I've been meaning to show somepony else that's not Spike."

"Spike?" Ray looked confused. "Who's Spike? Your dog?"

"You haven't met Spike? He's at Rarity's practicing for her part, but I'm sure you'll be able to meet him later." Ray seemed to be trying to remember who Rarity was from what Dusk had told him. "Anyway, he might be back at the library, so come on."

Ray and Dusk exchanged a look, shrugged and followed her back into town, with Dusk trying to think of fresh ideas on how to improve his performance, now that he knew what was wrong with it and that the solution wasn't to add more bright flashes, no matter what Ray suggested.

Twilight appeared quite excited at the prospect of showing them her performance and Dusk was pleased to see that she was getting along with Ray and that he was keeping a respectable distance from her. It still made him smile when he saw Ray's eyes shine while she talked to them animatedly about her magic and how she would be using it, like he was really treasuring the moments of friendship that he was now sharing in.

Dusk knew that look because it was the same one that he got, from time to time. Even so, the fact that it was her that pointed out what was wrong with it still made him feel rotten. He thought that she, of all ponies, would be supportive of him in what he did and that she would be the first to defend him if anypony said otherwise. He thought that was the point of their relationship, now he just felt… well, foolish… and a little angry at her. Only a little but still…

They arrived at the library, Twilight telling them to take seats in front of her while she demonstrated what she had in mind. It was essentially like a lesson, educating about magic, starting with magical origins in the early days of Equestria, prominent names in magical study, the practical application of magic in everyday lives and some practical demonstrations. A show that was meant to be informative and utilised one of the things Twilight did best: lecturing.

However, though Dusk did his best to keep his focus, he couldn't help but have his eyes drift now and again to look at something else before they snapped back again. Ray was somewhat less subtle, his eyes having glazed over fifteen minutes into it and almost drifting off to sleep a few times before he snapped awake again. Twilight didn't really notice, as she was entirely in her element but, apart from when she did an occasional practical demonstration of her own magic, he was finding it difficult to keep his eyes on the show.

Her words resurfacing in his mind over his performance didn't help matters either. How was this any better, a little voice seemed to say. What made hers so much better than his, when he was barely managing to stay awake?

"… this concludes Magic 101, thank you for listening," she finished after what felt like a year. "So, what do you think?"

"I think I need my mane cut," Ray commented dully, blowing some out of his eye. "Wait, think of what again?"

"Of my performance!" She didn't appear fazed by his reaction. "I wanted this to really showcase what I've learned with my magic, as well as demonstrate practical applications. I think it was good at both but, what did you guys think?"

Dusk thought carefully before answering. "Well, it was very… informative, well-researched, accurate and explained well," he began as casually as he could. "It's clear that you put the time and effort into those parts. But um…"

"Hm, I knew this wasn't going to be perfect," she muttered. "I should have put more information into the section about Starswirl's alteration methods, shouldn't I? I knew I was weak there!"

"No, no, that was fine, but it was just… that um…"

"The whole thing was boring," Ray said bluntly. "What? You were thinking it too."

Twilight looked appalled. "Oh, come on! It wasn't boring. I'm sure Dusk would back me up on that, right dear?"

"Actually… I find Ray to be right," agreed Dusk, though not easily. "It wasn't all that… exciting really. It does teach a lot, yes, but… I don't think most ponies are going to be all that… interested by it from the way you… presented it."

"What? But I… I thought that you… you would…" Her expression changed, first to sadness, then annoyance and finally a shadow of anger. "You're just saying that because I criticized yours, aren't you?"

"I beg your pardon?! No, I wasn't-"

"Dusk, I was only giving my opinion there, but just because I didn't like it all that much doesn't give you the right to say something bad about mine, because you couldn't take a little criticism." She frowned at him. "I thought you were above that, that you'd be supportive of me."

Now it was Dusk's turn to be shocked that she'd say that to him. "I thought you were too… you really think that I'd be so petty, as to do something like that?"

"That's what it looked like to me."

"I assure you, I'm not," he replied calmly, hoping to keep the situation under control. "I, like you, am being honest and what I thought was that it was… well… dull."

"Dull? What… I…!" She recovered herself and glared. "Well, at least mine is more than a bunch of flashing lights!"

"But… but I… Twilight, I tried my hardest do what I did."

"So did I! I expected you to appreciate that, at the very least."

How could she say that, after what she'd said about his? His anger and annoyance at her was beginning to rise. He didn't really care about what was fuelling it, but he just felt she was out of line and was willing to point it out.

"At least ponies would be awake to see mine, they'd fall asleep half way through yours, if not sooner!"

"You're my coltfriend! You're supposed to be supportive of me!"

"And, as my marefriend, you should know me better and be able to accept what's wrong with your performance without descending to bickering!"

"I'm not the one bickering, you're the one who needs to hear praise every five minutes or you'll think you're useless, not that you'd accept it anyway!"

"I'm modest enough to accept that I'm not all great, even if I wasn't taught by a princess since I was a foal!"

"Um, can I say something?" ventured Ray.

"NO!" they both yelled. They glared at each other again for a long while after that, the tension so thick it could be cut with a dragon's claw.

"Well, thanks for your input Dusk, not that it helped!" she snapped, turning her back on him.

"Believe me, I'm glad I could help!" He snorted and stormed out, forgetting to wait for Ray in his rage and just got as far from the library as possible.

How could Twilight even begin to think such things about him? How could she think that he was petty enough that he'd make up something bad to say about hers, just because she had criticzed him? He knew that there was something wrong and he was willing to try and change it to improve. Twilight just seemed to think that hers was perfect and she'd just assumed the worst as soon as he'd said it. It was Rainbow's role to have to mountain-sized ego, not hers!

He was still angry enough to slam the door when he got home, shocking Ophelia enough to make her fly away and stand seething in the hallway for a while. When it finally abated, he realised what had just happened.

They had just had a fight… and over what? Could she have really been right? Could he really have been so petty as to want to get back at her for devaluing his own work? He hadn't really liked it, but… had he gone so far as to just say he didn't like it to spite her? Part of him said that he didn't, another said he did…

And that other voice had a deep, guttural quality he knew so well…

"_You didn't deserve her from the beginning. Look what's happened now…"_

He didn't try to respond to the voice, he didn't even try to block it out. He just locked his door, fell down onto his couch and remained there. He didn't know for how long, he just wondered how he could start to apologise to her for what he did… if she would even accept it.

* * *

"Come on, Ray, somepony wanted to see you," said Dusk, suppressing a smile.

"Me? What for?" He hesitated a moment. "Darn, I'm not in trouble already am I? I've only been here for a few days!"

"No, no, you're not in trouble... Just follow me..." he said, with a slight smile.

He cocked his head in confusion. "Alright…" The two of them started walking down the street together. After a minute of walking in silence, Ray asked, "Sooo... you and Twilight sort things out yet?"

Dusk felt himself flinch at the mention of her name. "No um… not yet… I haven't seen her since our… argument."

"Oh. Well, I'm sure it'll be okay, so long as you say sorry."

"Perhaps… I'd um… rather not discuss this right now." He didn't want to spoil the mood for the upcoming surprise for Ray. He shouldn't have to feel bad because of his problems.

Ray looked hesitant to comply, but nodded silently in understanding. "So… who wants to see me, then?"

"Just some ponies, to sort out a few things in the town hall. It won't take long..." He opened the door, letting Ray walk into the darkened room.

"...sort out..? What do you…?"

"SURPRISE!"

"Surprise, new pony!" added Pinkie, blowing a cazzoo once everypony came was silent.

Ray staggered a bit from the impact of the surprise and became wide-eyed at the scene. His mouth hung open very slightly.

"May I advise you close your mouth?" whispered Dusk.

He obviously became self-conscious enough to close his mouth. "Dusk...what is all this?"

"Duh! It's your welcome to Ponyville party!" Pinkie yelled.

Dusk just shrugged. "She does this for everypony."

"Yes indeedy! How d'ya like it?"

Ray was silent as he looked around the room at all of the various decorations and the ponies gathered, taking it all in. "Wow...this is all for me... I don't know what to say..." His face broke out in a grin. "What can I say? This is awesome! I just...wow!"

Everypony else cheered again at his reaction and began to mingle around. Pinkie beamed happily.

"I knew you'd like it! You seem like the partying type! We're gonna get along great!"

"Speaking of which, I think it's time you met the others," offered Dusk.

Ray gave him a curious look. "Others? Who do you mean?"

"Well, you already know Pinkie Pie."

"Hi!"

"So, I might I as well let you meet the rest of my friends." He saw one walking over and met her halfway. "I think you might have glanced her at the farm."

"So, yer the one this whole shindig is fer. Howdy! Name's Applejack!" The farm pony grabbed his hoof and shook it enthusiastically.

"Ah! N-nice to meet you-! *He paused briefly due to the strong shake. Once it was done, he rubbed his hoof a bit. "Err...my name's Ray. Ray Strike. You're Dusk's friend?"

"An' how! Ah've heard that you are too an' any friend-a Dusk's a friend-a mine. Come ta think of it, any friend of ma friends is a friend-a mine, but that don't make it any less special, ya hear?" she said happily.

He returned it easily. "Yeah, I hear ya. Quick compliment coming your way: you have a very strong shake!" he said, with another wince and a laugh.

She laughed too. "Well thank ya kindly, ah have been told that more'n once. Comes with the job."

"Oh yeah, you work at that huge farm outside the town, right? Sweet Apple Acres? I have to say, I respect anypony who's strong enough to kick apples out of trees for a living, not to mention the food your family must make. I tried some of that Zap Apple Jam with Dusk the other day, and let me just say this; awesome recipe, plain and simple."

"Well, me an' ma family are happy ta hear ya say that," she said humbly.

"Having fun over here, everypony?" asked the sophisticated voice of Rarity.

Ray looked over at the source. "Who's this?"

"Ah, you must be Dusk's new compatriot. She held out her hoof, in a way that she expected him to kiss it, batting her lashes too. "I am Rarity. A delight to make your acquaintance, dear."

Dusk waited for him to stare openly at her, as most stallions usually did when encountering the full force of Rarity's charm. To his surprise, he only stared at her hoof, blinked a few times and then looked at her. Apart from a slight chuckle, he appeared completely unfazed.

"Oh, wow. Uh...nice to meet you, Rarity. Hey, uh..." He leaned in closer, whispering just loud enough for their group to hear. "Could you maybe be a little less obvious in the future? No offense, but I could probably see that approach coming a mile away..."

Rarity was just as surprised as they were. "Obvious? Why... whatever do you mean?"

He looked up in mock thought. "Well let's see...you hold up your hoof gently, bent downward at the bottom, in a motion suggesting that you expect not a hoofshake, but a kiss. Then you batted your eyelashes at me rather heavily, plus the alluring smile. It's pretty clear that you're flirting with me."

"I see... you object to this?" she asked.

"Wow, a pony immune to Rarity's charm? Ah never thought ah'd see the day," whispered Applejack.

"It is quite remarkable he can... not that I have any trouble, of course," he said quickly.

Nopony said anything in response to this, either being too hesitant to say anything or wanting to wait until they were in good company.

"Don't worry yerself, sugarcube. She jus' likes ta show off her charm," Applejack said more loudly.

"Oh, it's fine! I don't mind it. He slowly smiled at Rarity. "I actually find it rather refreshing that I'm attractive enough to be considered by one as lovely as yourself..."

Dusk caught something else in his eye, something that wasn'texaclty friendly. But he must have just imagine it, for Rarity seemed quite unabashed.

"Oh, a hidden charm, is it? Well, I'm delighted to have helped in that area. Mr Strike," she returned, with a wink.

"Ah believe the feller jus' said 'bout bein' too obvious, else we'll have ta start callin' you _Flutte_rshy," remarked Applejack.

"Hm, amusing no doubt." Rarity flicked her mane in a dignified way.

Ray returned to his normal composure at this. "Fluttershy? Who's that?"

"Another friend of ours. She's around here somewhere…" Dusk said, casting his gaze around for her.

"But until then, you get something even better!" Raibow swooped in, posing impressively and grinning her cocky grin.

"And he said I lacked subtlety," muttered Rarity.

"Another one of your friends? "At Dusk's nod, he continued "Wow, your pals are just coming out of the woodwork. And who might you be?"

"Name's Rainbow Dash, fastest flyer and deadly daredevil." He could have sworn her teeth shone a little there. "Nice to meet ya."

"Likewise! Nice to see a pony around here who's got spunk! He blinked and looked around. "Err, no offense..."

They all assured him that there was none taken.

Pinkie felt it was good to add something. "Dusk has spunk, cause he's the only-"

"Ah think he knows!" cut off Applejack.

"So, a pony who knows quality when he sees it. Figures, with a cool name like that," commented Rainbow.

"What, mine? Yeah, I guess. Come to think of it...Rainbow Dash...rainbow-colored mane, fast flyer...very fitting." He looked over her mane. "Hey, quick question, do you use some sort of special shampoo of your mane? Cause I've never seen anything like yours before."

"Nope. What you see is what you get: all natural." She ran a hoof through it. "You like huh?"

"Yeah, it's pretty cool! Not to mention the whole windswept look definitely suits you. So...daredevil, huh? How so, exactly?"

Rainbow thought for a bit. "Think of every way you can be death-defying, awe inspiring and crowd surprising way you can be and you don't even come close to what I can do. But, I'm sure you'll be seeing that soon enough. That's how."

"Inflated ego included," added Rarity, earning a glare from the Pegasus.

One corner of Ray's mouth curved upward. "Big heads are a good quality, depending on how you look at it. Confidence in oneself will light the path to success. But back to you, Rainbow...I dunno, I can think of some pretty crazy stuff. I like to think of myself as something of a daredevil occasionally, so yeah."

"Is that so?" Rainbow's intruige seemed to increase. "Maybe we should put that to the test sometime, 'cause I can get pretty crazy with my stunts. Just a shame you're not a Pegasus."

"Why? As a Pegasus, you have wings. I'd say that makes things substantially easier for you. I, on the other hoof, appreciate a challenge wherever I can find one."

"Now, that's what I like to hear!" She slapped him hard on the shoulder. "How'd you find this one, Dusk? Looks like he's got way more guts than you do."

"There's nothing wrong with that." Dusk felt a light tap on his shoulder and turned. "Oh, there you are..."

"Um... do you want me to meet um... your new friend?" Fluttershy looked nervous at the prospect.

"It's okay, he's fine." To Ray, he said, "There's one last pony who wants to meet you, Ray."

"Another one?" He looked quite surprised. "Alright, who?"

Dusk stepped aside so they could see each other. "Ray, this is Fluttershy."

As he expected, she retreated a little, concealed behind her mane. "Um... uh... hello."

"Sorry, she's a little shy," he explained.

Ray's eyes seemed widen slightly when he caught sight of the yellow Pegasus, and he stares for a few moments with a brief, barely noticeable glint in his eye. However, he quickly regained his composure. The first time he tried to speak, his voice appeared to catch in his throat, so he coughed a bit and tried again.

"...ahem...that would explain the name. Um...Fluttershy?" He approached and gently held up his hoof. "My name is Ray, as Dusk just said. It's nice to meet you."

Fluttershy just moved back a little further and let out a frighetend squeak, like his hoof might bite her. Dusk also noticed a heavy blush in her cheeks.

"He's fine, he just wants to be your friend," he said gently.

She still looked unsure. "I... I..."

Ray developed a look of confusion. "Did I...say something wrong?"

"Relax, she just gets nervous around new ponies," dismissed Ranbow.

"Come along, darling, no need to be so silly," coaxed Rarity.

However, Ray just lowered his hoof and looked down. "It's fine. I...understand. Sorry if I scared you, Fluttershy...really, I am."

She peeked her eyes out again. "You... um... I..." In the end, she diverted her eyes and retreated away, pausing occasionally but ultimately leaving.

Dusk would have gone after her, but he knew that she wouldn't come back now. They would have to wait until she felt less guilty about her behaviour before trying again. Ray watched her leave. Once she was out of sight, he shook his head and grimaced in annoyance.

"Sorry about her," offered Dusk. "She'll warm to you, just give her time."

Rarity nudged his leg a little. "In the meantime, you still have our company."

He slowly turned his head toward Rarity with a suppressed pained look in his eyes. "...yeah... sure..."

Realsiing his distress, Rainbow leaped in. "Hey, you wanna play pin-the-tail-on-the-pony? This is a party, you know."

"Go on, have some fun," encouraged Dusk.

He remained sombre for a few more moments, but in the end he quickly perked up. "...yeah, okay. Let's have some fun! Anypony else wanna play?"

"You two go, we'll be there in a bit." They waited until they were out of earshot before speaking to one another. "So, what do you think of him?"

"Seems like a feller who knows how ta have fun an' not let stormy days get him down," remarked Applejack.

"How do you mean?"

"From what you've told us, he's much like you in that he's never had friends before. Even so, he doesn't look like he's let that get the best of him." Rarity looked over with a little admiration. "He's quite a joyful soul, in that respect."

"He does, yes," he agreed, watching him being spun around blindfolded. He also noticed that it wasn't only admiration in Rarity's gaze, more like something about him troubled her. "Something wrong?"

"Oh, nothing," she dismissed, the look fading. "Besides, we have something a little more important to discuss. Something that happened between you and Twilight, I believe."

Dusk knew the subject would arrive at this, but he'd hoped it would be much later. "You… you know about that?"

"We all do, sugarcube." Applejack didn't look all that angry. "She didn't even come ta the party tonight. We tried ta get her along, but she said she didn't feel like partyin' much."

So, she was still angry at him then, something that was still weighing heavily on his mind… along with the growling in his head whenever he thought of it.

"Now, ah ain't sayin' that ah'm sidin' with her, but ah think ah understand where some-a her anger's comin' from," Applejack said. "Ah think ya shoulda been a lil' more careful with yer words when you were judgin' her work."

"If there's one thing a mare doesn't like, Dusk, it's being told that something she's worked on isn't as good as she hoped. Take it from me, it doesn't end well."

"Yeah, like with you when that stallion said your dress looked too big in the-"

"That is _another_ thing we agreed never to speak of again," hissed Rarity, silencing Pinkie.

"But… she said the same with mine."

"Then you may both be at fault here, but that doesn't negate your responsibility any further. As her coltfriend, you need to be supportive of her, to be the one to smile and nod when everypony else is shaking their heads and frowning."

"Yeah an' if ya do need ta point out the uneven edges-a the apple pie, try ta do it so it don't ruin the whole dish," advised Applejack.

"I thought I was but… I see your point," agreed Dusk. "We shouldn't have argued about this, I shouldn't have… I should have known better."

"Don't feel too bad about it, Dusk," comforted Rarity. "Every couple fights, now and again. In a way, it's actually good for a relationship to have a little tiff now and then. Just don't make a habit of it and always remember to reconcile afterwards."

Dusk felt his heart sink again. The former of those two he definitely had no problem with, but the latter still made him feel apprehensive. How was he going to apologise to Twilight when she didn't even want to go near him right now? Again, he found himself wondering if she would ever forgive him. They'd said some hurtful things to each other, in the heat of their argument, things that made him feel pathetic again when he thought about them.

"Still, not much point in worrying about it now." Rarity smiled encouragingly. "Since you're here, you might as well try enjoying yourself.

"Yeah, come on!" Pinkie said brightly. "Your new friend is funny! He just fell into the punch bowl!"

Dusk looked to see everypony laughing while Rainbow heaved Ray out of the punch, grinned mischievously and dropped him in again. Even though he felt a small smile tug at his lips, he still couldn't enjoy the moment fully, as he wondered what a certain lavender unicorn would think of this situation.

* * *

Twilight was brimming with anger when she'd heard the door slam, indicating Dusk's angry departure. She'd then glared Ray out, who practically scurried out like a frightened squirrel and tried very hard not to allow her magic to set her mane alight again in her rage. In the end, she had a little temper spout, but it was just to let it out of her system.

She'd expected support and encouragement from Dusk, that she'd been doing great with her lecture and that he would be looking forward to it. But, just because she'd said one little thing about his, something for him to improve upon and not meant to be harsh, then he called hers boring. Boring! When she'd worked so hard to make it full of educational material that she felt sure everypony would love to hear, not to mention her magical talents that she would demonstrate with. All the effort that she'd put in and he'd said it was boring!

Just who did he think he was, saying such things about her hard work, giving so little worth to it? If he knew how much time she'd spent researching and making sure that every piece of information was as accurate and reliable as she could make it, then he wouldn't have been so quick as to dismiss like he had done. She felt some regret that it had descended into an argument between the two, marking again some other rarely seen anger from him, but she was still resolute. She wasn't going to apologize until he did the same for her first.

The purple unicorn remained in a bad mood throughout most of the coming days. She slammed books back into shelves when she was done reading them, furiously dotted her full stops on her notes and put more energy into her spells than was necessary. When Spike came back from Rarity's, she took her anger out on him too, snapping in response to his questions or raising her voice more than she should have.

Dusk didn't come back to the library. She could have sworn she saw him hanging around the fringes at times, but he never approached. She didn't want to see him anyway, to feel the anger… the guilt. No, why should she be guilty? She didn't miss him. He could think about what he did, until he came back to apologise… even if it seemed a little empty without him.

So, she'd carried on with only Spike for company again. At first, the baby dragon just remained in a frightened silence, not saying anything for fear of angering her further or trying to joke to lighten the mood, only to be glared down by Twilight. But even he had his limits to how much he could tolerate, as Twilight was soon reminded.

"Spike, what are you doing?" she demanded, as he carried a stack of books back to their shelf. "If you carry that many books, you're just going to drop them all!"

"Oh, really? I'll drop them?" he snapped back.

"If you carry that many of them, you will. Put some down and then put away the rest, use your head!"

"Okay then." Keeping his eyes locked on her, he let the whole pile fall to the ground before she could stop him. "Oops, silly me. I'm so clumsy these days."

"You did that on purpose!" she yelled. "Why did you do that?!"

"Because you've been like a dragon woken up on the wrong side of the cave these past few days and I should know!" he shouted back. "I don't know what your problem, but you don't have to take it out on me!"

She bit back her retort, realised he was right and sighed. "That's a fair point. I'm sorry, Spike, I didn't mean to be so short with you."

"Yeah, I get the feeling it's not me you're angry at though." He hopped up on the desk so he was at eye level with her. "What's wrong?"

"Nothing just… Dusk and I had a little bit of a disagreement, that's all," she mumbled.

"You're still on that?" he asked incredulously. "I would have thought you two would've kissed and made up by now."

"Well, you're wrong," she snapped. "I haven't seen fit to forgive him yet and he hasn't plucked up the nerve to come and say sorry to me yet."

"Ugh, I never thought I'd be trying to promote more of you two making goo-goo eyes, but come on!" he yelled. "It's one little fight you two have had. Just go say you're sorry and get it over with. I'd much rather have lovey Twilight to grumpy one any day."

"Why should I be the one to apologise?" she demanded. "He said my lecture was boring, the one I worked so hard on! He should be the one apologising to me!"

"Twilight, this is Dusk we're talking about. He'd never raise a hoof against you and you know it. I bet it was like pulling teeth, for him having to say that to you."

"I don't know, he seemed pretty fine saying it to me."

"Come on! I saw it and I thought it was boring. You worked hard on it, I know, but these ponies are expecting to see a show, not get something they could get if they went back to school," he pointed out. "There, I said it like that, but I'm sure he tried to say it in the nicest way he could."

Twilight kept back her retort and actually thought for a moment. It had been kept buried in her anger, only remembering their fight and the things they'd both said. Now, she took the time to remember before that. It had only been from Ray's prompting that Dusk had said something, when before he'd been very reluctant to say anything at all. In the end, it had been her that made the accusation that set this thing off, that had led to them fighting about it and not talking since.

She'd helped to rile up that anger, that rarely seen anger that had surfaced there… along with the briefest flash of jade green that she had seen in the depths of his eyes. Something else that she only briefly recalled before repressing, for she didn't want to think about the monster she knew those eyes belonged to…

"I… I guess you're right, Spike," she finally said. "I probably overreacted a bit to what he said. Even if I wasn't happy, that didn't warrant some of the things I said to him. I don't even feel that glad I said them in the first place… I shouldn't have."

"I thought as much," nodded Spike. "He's probably thinking the same thing too. Now, you just need to go find him, so you can stop trying to kill me with your gaze."

"Even so, that's not all there is to it." She sighed again. "I'm not just angry at him, I'm angry at myself too. I really do regret saying all of that to him and I know that he's just as unhappy about it. How can I say I'm sorry after all that and for that to be enough? We've never done anything like that before."

"Well, I guess there's really only one way to find out." Spike jumped off the desk, crossed over to the door and opened it. "Go on and discover it yourself."

Twilight stared at the open door for a few moments, considering if she really could do this, before rising to her hooves and taking a deep breath.

"Okay… I suppose I have to try." She stopped at the threshold. "Thanks for the talk, Spike."

"Don't sweat it. Now, get going, before you yell at me for causing a draft."

She laughed a little at his good nature, but immediately felt her nerves build as she stepped out of the door and into the streets. The trees were truly stripped of their leaves now, a far colder chill having set in the air and little flakes of snow were beginning to drift gently to the ground, in the midst of covering the earth in a beautiful layer of white.

Her pace slowed as she recalled the route to Dusk's home, her nerves slowing her down significantly She tried to go over in her head what exactly she was going to say to him, but nothing seemed even remotely adequate. How would he be feeling about all of this? Would he still be angry… or had something worse happened perhaps?

Left turn, down this street. Would just saying 'I'm sorry' do? No, of course not. Straight ahead now. Perhaps just something sincere? But what, exactly? What could she say that would truly show that she was sorry? Did she really want to apologise? That was stupid question, of course she did. Even if he had offended her, she really had missed him and she hated this distance between them. So, why was she feeling worse the closer she got.

She was so caught up in her thoughts that she walked into somepony going the other way.

"Oh, sorry about that, I… I didn't see where I was going," she apologised.

"It's perfectly all right miss… oh." She froze at the same time he did. The very pony she was coming to see.

Neither of them spoke. Contrary to the many ideas and thoughts she always seemed to have, Twilight's mind was completely blank right now, like his presence had wiped her head clean of anything she could say.

He was struggling too, shifting nervously on his hooves and unable to look her in the eye for longer than a second. Now and again, he looked like he was going to say something, but seemed to stop himself and keep silent. He obviously wasn't going to speak up.

"Um… hey, Dusk."

"Hello… Twilight," he returned. "I was… um… just coming… to find you."

"So was I."

"R-really?"

"Yes."

"Oh…"

Silence fell again. They'd found each other and just didn't know what to say. Finally, they managed to find their words, but ended up speaking at the same time.

"Twilight, I wanted to…"

"Dusk, I just wanted to…"

They laughed a little awkwardly, if only to make some effort to ease the tension.

"You first," he invited.

"Don't… you want to go?"

"I can… I can wait," he insisted.

"Okay then." She thought for a moment before continuing. "Okay… well… as you know, I wasn't exactly… pleased by what you said about my… performance. Be that as it may, that neither warranted, nor required my… accusation towards you or the things that… I said about you. I was just… well, you know how I was. And I want to say that… I'm sorry. For what I said to you. I'm just… sorry."

It wasn't exactly the most eloquent or well-thought out of apologies, but she hoped it would be enough. However, while he did look partially relieved, he still looked guilty.

"Twilight I'm… thankful for this but… I need to be entirely honest with you. When… when you did make that comment on my own magic, I admit I was… well, a little annoyed myself. I suppose that what little there is of an ego might be developing because… well, it stung me, a bit. B-but I don't know if it was enough to make me want to sting you back or if I was just being honest, I just… I don't know. But… I'm sorry for what I said to, about your lecture. I hate this, this… rift between us, just because… you were honest with me not to pander to my need for praise. That was far more… important. I should have remembered that…"

His head was bowed completely now, unable to look at her. While Twilight was surprised to hear this, she didn't feel angry about it anymore. Seeing him now, like this, reminded her of what drew her to him. His gentle nature, yet also his willingness to stand by what he felt was important to him, even if he might be terrified to do so.

She approached him and gently touched his cheek. "I guess we were both a little out of line."

"I… I don't… I mean I…" He stammered to a standstill and fell silent again.

This had gone on long enough. "Dusk, do you accept my apology?"

"Of course, every time. And… you?"

"I do, yes." She let herself smile and hug him. "I've hated this too. I really am sorry, about what I said."

"I… I am too. I'm sorry I… I didn't see you sooner."

"You saw me now, that's what matters." She giggled a little to try and comfort him. "It took you long enough though."

"Actually, um… Ray was the one who got me to move," he said sheepishly. "He practically kicked me out of my house and told me to get over here and stop making him cringe so much from how miserable we obviously were."

Twilight laughed all the more at this. "Well, I'm appreciative for his efforts." She kissed him on the lips. "There, now we're not fighting anymore."

"Good. I'm… relieved," he said, blushing. "But I… I'm told that fighting is natural for couples."

"Let's not become experts then." She pulled back and this time, his eyes met hers. "You hate fighting."

"I know but, looking back… my performance wasn't exactly creating much depth."

"And, I suppose, mine wasn't all that engaging in its content."

"We still have that problem then." An idea occurred to her. "Unless… we both do something to improve."

"How do you mean?"

"Well, you have something to improve and work on, so do I. Why try and do them alone… when we could do it together?"

His eyes went wide at the idea. "B-b-but we've already registered as separate acts."

"I'm sure they'll accommodate us. We still have one more day to get ready." She held up her half of their necklace. "What do you say? Partners?"

After only a second of thought, Dusk smiled and allowed them to connect. "Nothing would please me more, Miss Sparkle."

"Then it's settled." She laughed out of sheer relief that this incident was now behind them. "Oh wait, what about your friend, Ray? Wasn't he helping you?"

"He was." He looked rather troubled now. "I hope he doesn't mind too much about the change in arrangements..."

As it turned out, he didn't, as they discovered when they found him at the door to Dusk's house, standing like a guard dog and grinning like a loon when he saw that Dusk hadn't come back alone.

"I'll be fine," he assured them. "I was happy to help you out, but I don't mind if it means you two stop avoiding each other." A sheepish smile echoed their first meeting. "You two are way too good a couple to ever fight."

"Thank you for your understanding," Twilight said. "And thank you for… giving him the boot."

"No problem, I was happy to." She saw him stow away some kind of metal pipe and start to leave. "Just a question before I go?"

"Being?" replied Dusk.

"This talent show you're doing… are all of your friends going to be in it?" he asked, looking a little nervous.

"They are, yes."

"Right… including uh… Fluttershy?"

"Including her." He cocked his head to one side. "Why, what's your interest in her?"

"Nothing, nothing!" he stammered quickly. "Just um… she doesn't seem like the type to uh… perform, that's all."

Now, it was Dusk and Twilight's turn to smile. "I assure you, she'll be fine, depending on her audience of course."

"Right… um… good. Well… good luck guys!" he wished loudly, dashing off.

"That was strange," remarked Twilight.

"No stranger than any encounter with Pinkie." Dusk looked thoughtful. "What do you think his interest in Fluttershy was?"

"I have a good idea. Do you?"

"I think so," agreed Dusk, still keeping that smile on his face as they began their renewed plans.

* * *

On the night of the talent show, as the piano music drew to a close, Fluttershy took several nervous, shaky bows before scurrying off stage and taking a breath of relief, while also allowing herself a grin. She'd done it! She'd performed on stage and hadn't run away!

Then, she remembered she'd have to do it again soon enough, only for a lot longer and cringed. But admittedly, not as much as she would have done.

"Well done, little sister," whispered Dusk, who was dressed in an old time shirt and waistcoat, with a red neckerchief. "I knew you could do it."

"Thank you," she whispered back. "I was nervous, scared but… I did it anyway. It was… fun, once I got into it. I think everypony did well though."

"Applejack's skills with a rope were certainly impressive and Rainbow flew as excellently as ever," noted Dusk.

"I agree. Pinkie was… well, she certainly got a lot in there." She giggled at the memory. "I didn't know she could balance on a ball, juggle, tell jokes and play an accordion all at once and then jumping over a row of flaming carts."

"Quite remarkable, yes, but I have great admiration for Spike and Rarity. They performed the balcony scene from Colteo and Mareiet so well and her costumes looked great."

"I thought so too. I like yours too," she added. "You're up next then?"

"We are," he affirmed. "Things look a little better now and I think we'll be able to pull it off."

"I hope you do. Break a leg," she wished, going to take a place further back so she could see better.

"Thank you and Fluttershy?" He had a mysterious smile on his face. "I think there's somepony in the audience who would greatly benefit from a greeting from you."

"Um… who?" she asked, though she had a pretty good idea.

Dusk just smiled and stood ready to take his place on the stage, Fluttershy rushing to the back of the hall where some of the others were standing too, to see what they had in store.

He walked out a few seconds later, everypony falling silent. He looked nervous, but he managed to keep himself calm as he bowed.

"Good evening, fillies and gentlecolts," he greeted. "Tonight, myself and Twilight Sparkle will be showing you a story, about a city in the clouds. Much like the magnificent Cloudsdale, but far more spectacular, far grander… and much more sinister. The story of a stallion, who ventured into the city, to find a girl that would rid him of his dark past. Their journey, their hardship, their friendship, together through the city… of Cloudumbia…"

His narration ended as a gentle, soothing music began to play. The ground beneath them seemed to take the quality of clouds, white and sparkling, tall buildings rising up from them and eliciting many gasps from the onlookers. Fluttershy noticed that these seemed a little better than Dusk's normal colour shapes, more defined and detailed, as were the ponies, smiling and happy, that began to walk the streets he created.

She didn't have much time to think about this, for he started to sing and walk slowly through the crowds of ponies, looking around in search of something.

_Oh come on away to the city  
A kingdom to behold  
Where the bluest skies they float on by  
The streets all paved in gold  
Where under the smiles fair and pretty  
Are teeth so very white  
Into the bones of our burdened necks they bite _

_Baptised in the water  
You're draining the well  
You built up your heaven  
On the back of hell  
Divine is the daughter  
The dream that you sell  
You built up your heaven  
On the back of hell _

The music became more sinister now, making Fluttershy cower a little. The ponies were no longer happy and smiling, but depressed and miserable, surrounded by what looked like some sort of slum or shantytown, with dilapidated buildings and barrels of fire which they gathered around. Dusk kept up the song, speaking to the other ponies, who seemed to rise from their stupor.

_Breakin' our backs  
On breakin' down stones  
Raisin' up buildings  
Breakin' down bones  
Work all the night  
And we work all the day  
Don't get a choice man  
Don't get a say _

_Well there's a stormcloud stirrin' now  
Revolt!  
There's a stormcloud stirrin' now  
Revolt! _

"Tear it down!" he commanded, the ponies he'd rallied charging off. The buildings crumbled and ponies fought each other in the streets, punching and kicking each other viciously. The ponies who'd been exploited by the richer ponies, now fighting back.

Even so, Fluttershy was scared by the display, while Dusk also looked to fight ponies that came at him too.

_The filthy streets and the calloused feet  
And bloodshot tired eyes  
A floating haven for the craven  
Nestled in the skies  
Well up and out and away with ya  
There's a fight outside your doors  
The shining pride of Equestria  
Is a nation up for war _

_Revolt! _

_Baptised in the water  
You're draining the well  
You built up your heaven  
On the back of hell  
Divine is the daughter  
The dream that you sell  
You built up your heaven  
On the back of hell _

Suddenly, it all froze in time. Now, a giant bit had appeared next Dusk. When he flipped it on heads, the whole city flipped too, returning to appear peaceful again, then back to fighting when he flipped to tails, then halfway in-between when he flipped it on its side, halfway between.

_The hybrid face of time and space  
And all that's in between  
Dimensions twist and turn amidst  
The whims of one foreseen... _

Then, it all faded away and they were surrounded by cold, metal walls. Out of the darkness appeared Twilight, who was wearing a beautiful, blue dress and reading a book, looking quite trapped and miserable. She looked up and started to sing too, the music becoming gentle again, as Dusk started to approach her slowly.

_Songbird take me home _

_I am lonely wherever I go  
Sanctuary is all that know _

_And I dream of the sky  
Broken clouds drifting by  
And I dream of the sky  
My utopian lie…_

They sang together now, Twilight's horn also glowing as they neared. When they touched, eeven Fluttershy gasped as the metal walls faded away again. The shapes didn't look like just shapes now. It was like all the buildings had come to life before their eyes, perfectly defined and captured, while they both walked the city together, Dusk singing solo for the final verse.

_And I take to the skies  
With my only friend  
Every alicorn  
Begins at the end_

Then, he was gone again, leaving Twilight alone, the city fading away around her. She lay in the middle of the stage, returning to her metal prison, singing sadly while the darkness encompassed her completely.

_I am lonely wherever I go…_

The lights came on again and, after a moment of stunned silence, everypony cheered the loudest they had done all night, while Twilight and Dusk took their bows, holding hooves and smiling as brightly as their magic had been before.

"Whoa! I mean, just… whoa!" That was all Rainbow could say afterwards. "I've seen your magic before, but that was… whoa!"

"They actually looked real. I could see every grain in the wood of the buildings, every patch of dust on the brick in those last moments," awed Rarity. "However did you manage that?"

They held up their necklace halves in response. "I cast a spell on it that would allow me to channel my magical energy into Dusk's magic, in order to pull off that greater level of detail."

"It was wonderful, I loved it!" put in Fluttershy. "You two were just great!"

"Yeah, glad ta see ya ain't as awkward as a rabbit in a snake hole," noted Applejack.

"Well, we realised that in a relationship, you may have some things you may not wholly agree with concerning the other, but…"

"…instead of criticizing and getting upset about it," said Dusk, taking it up, "you should both work together to try and improve upon it. If you can't change it, you should care enough about each other to learn to live with it."

"In the end, you might end up creating something a lot better than you could have ever done if you'd just fought about it, which isn't good for either of you, because it just makes it worse."

"Awww, I knew you two would be fine!" Pinkie hugged them both warmly. "Next stop: Canterlot!"

"Hopefully, we'll be ready for it," wished Dusk.

"Of course, you're gonna knock them dead there!" Fluttershy froze at the sound of the voice of Dusk's new friend, Ray. "Actually, I wouldn't mind seeing that."

"Ray…"

"I'm kidding, it's fine." He gave Dusk and Twilight hoof bumps and grinned wider. "I mean really, what did you need me for?"

Fluttershy felt butterflies in her stomach again, like she had when she'd first met him. It was worse than she normally did when she met new ponies, even worse than when she'd met Dusk, the first stallion she'd spoken to besides her dad. She didn't know what it was, or why, but… it was the reason why she hadn't even said a full sentence to him on the night of his party.

Hoping he wouldn't feel too angry about it, she approached nervously and cleared her throat softly. Remarkably, he heard her and she saw his composure waver when he saw her.

"Um I'm… sorry to interrupt but I…" She couldn't even look him the eye. What a fool she must look. "I just um… wanted to… well… please don't be mad."

He blinked in surprise. "What? Why would I be mad?"

"Because… of at the party I… I mean, I was… I didn't even… sorry." That was all she could manage, all she could think of. She knew it was nowhere near enough.

But he didn't sound angry. "Hey, don't worry. Dusk told me that you're kind of… well, shy. Fitting really, considering. I didn't mean to scare you. I just… want to be your friend."

He wasn't mad. He didn't think she was some pathetic, quivering wimp. He still wanted to be her friend. She didn't know why she was so happy about it, but she knew she had to take this opportunity while she still had it. She didn't want to disappoint her big brother or make his new friend think she was weird.

"I'd… I'd love to be your friend. I mean I… I would like to be your friend, um, Ray… I mean, if you don't mind, that is."

"I don't mind at all." When she looked up, she saw he was smiling. There was something special about that smile, something that didn't make her hide behind her mane again. "I really liked your singing. It was… beautiful."

"Thank you. That's… kind of you to say so." Well, she'd said more than one full sentence now.

It might not seem like much, but to her, it was like clearing a mountain for her. For some reason, she felt that he was thinking the same about her as well…

* * *

The song they did was Dream of the Sky by Miracle of Sound, based on Bioshock Infinite.

See, new music and a bit of fact for you. I think when you read something like this, you should learn something.

Next up, Hearth's Warming Eve!


	20. Hearth's Warming Eve

**Hearth's Warming Eve**

Winter had truly set in over Equestria. The clear blue skies were replaced by the bleaker, dark clouds that poured snow across the land from above. The leaves on the trees had long since fallen and withered away, leaving lifeless, bare branches in their wake. Animals no longer frolicked and played in the fields, but slept through the cold for the day that the warm rays of spring would grace the land once again.

Quite ironic, Dusk thought, that it had been around this lifeless, desolate time that his whole life had been changed, more than he could have ever imagined. He was watching the white flakes fall gently from the sky, blanketing the earth in a beautiful, untouched layer of sparkling snow. Icicles replaced leaves on the trees, almost like jagged teeth and lakes and rivers were suspended by the grip of ice that shone like a blade pulled from its sheath. One life ends, another begins.

The distant growling echoed in his head again, like it did when he lost himself in thought or if it was quiet. He grimaced, keeping the noise quelled down. He kept his thoughts focused on how unique the land looked now, not how dead it appeared. Like how it would be if he ever escaped and returned…

He only vaguely acknowledged the excited chatter from his friends while the steady rhythm of the train carried them to their destination. They either hadn't noticed how lost in thought he was or they had and decided not to disturb him. He at first went with the second one, silently thankful in a way… until he felt a cold chill as some snow was hit the side of his face, followed by heated cheeks as the others laughed.

"Was that really necessary?" he asked, turning to Ray, who kept his hooves hidden behind his back.

"I wouldn't say necessary, but I would say funny," he replied, still sniggering.

"That depends entirely upon perspective," he said, shaking snow off his face.

"And from my perspective, it was hilarious." He flashed his grin again. "Come on, lighten up. It's Hearth's Warming Eve, stop looking so sombre."

"Ya can't argue with his reasonin'," agreed Applejack. "Git on over here an' stop bein' such a shut-in."

Still feeling his cheeks burning from the embarrassment, but knowing it was all in good fun, he re-joined the group in their section of the carriage, who only now started to calm down. At least, Rainbow, Pinkie and Ray had.

"Clearly," Twilight said, frowning a little, "you're the kind of pony who would see a 'do not disturb' sign on a door, take it off, throw out the window and then burst into the room playing DJ PON3's greatest hits, full blare."

"Eh, probably," he shrugged. "Except I'd probably burn it, not throw it out the window. Just in case you decide to go and get it. Besides, she told me to do it."

"I didn't say you should do it!" Rainbow insisted, though she was laughing the hardest. "I just suggested that it would be funny _if_ you did it."

"Really?" Ray gave a look of mock-ignorance. "See, you didn't quite emphasize the 'if'. You should be clearer next time."

Rainbow laughed again and wrapped a foreleg proudly around him. "I know I've said it before, but I like this guy!"

"I found it to be a little unorthodox and childish myself," remarked Rarity, sharing a sympathetic look with Dusk.

"Fine then, Mrs Scrooge, be that way." There was a slight tone of annoyance in Ray's voice Dusk noted with that comment.

Rarity appeared to pick up on it a little. "As I recall, nowhere in Hearth's Warming tradition does it say that throwing balls of frozen snow is a requirement."

"Yeah, but I think there is something in there about being loving and tolerant," retorted Ray, still keeping a visage of appearing pleasant, but he could still detect a hint of sarcasm.

"Are you saying I am not?" She looked a little surprised by his tone, but not enough that she wasn't willing to hold her own.

"Perhaps, but I was more thinking along the lines of-"

"I um… I didn't think it was very nice." Despite the volumes of which she spoke, Fluttershy's voice was enough to draw their attention. "I mean, it was kind of funny but… it was a um… a little mean."

Ray's demeanour faltered a little at her words and he looked a little ashamed. "We were only joking, Fluttershy. We… didn't mean anything by it."

"Yeah, it's all in good fun," added Rainbow.

"I know, but… never mind, I… I'm probably worrying about it too much…" She diverted her eyes away and fell silent.

"No, I… understand where you're coming from." Ray looked contrite now. "Dusk, I'm sorry I threw that at you. It was only a joke."

"Don't worry, I don't hold it against you," he assured him, then to Fluttershy, "It's okay, he didn't mean anything by it."

She looked somewhat relieved and gave Ray a shy smile. "O-okay. I just hope… you don't throw one at me then."

"Believe me, I'd never be able to manage that," he chuckled, a definite tone of sincerity in his voice.

"Ooh, not long 'til Canterlot!" Pinkie said, shivering with excitement. "Ooh, ooh, I can't wait!"

"I'm quite excited too," admitted Twilight. "It's been a while since my last celebration there, but Canterlot is beautiful around this time of year."

Applejack chuckled a little. "Considerin' how it usually is, that's sayin' somethin', ta be sure."

Dusk could see Ray's eyes narrow and his smile falter a little, but the stallion didn't say anything on the subject, even though he looked like he wanted to.

"It'll be nice to be home for the holidays, in a sense anyway," agreed Dusk. "Me and Twilight will be home, at least."

"Our first Hearth's Warming as a couple," she noted, snuggling into his side. "I personally can't wait."

"Me neither. I don't know how I'm going to top this for a present though," he added, nodding to their necklace halves.

"Then don't try," she advised sweetly. "Hearth's Warming isn't just about the gifts and presents. It's one of our most special and most celebrated holidays for much more special and deeper reason than anything wrapped in a box and paper."

"Wow… that's quite deep, Twilight."

"Meaning that I'm shallow the rest of the time?"

"Not at all. I just don't see this side of you very often."

"I suppose you bring out the muse in me."

That was enough for them both to rub their cheeks affectionately against each other, though they were both a little embarrassed from the company.

"Aw. I can't believe I'm saying this again, but you two really are just the cutest couple," cooed Ray.

"She's probably cuter though." He suddenly raised his legs to defend himself, but Ray only smiled.

"I'm going to assume that was you just being sweet to your marefriend and let you off. This time, anyway," he added warningly, with a dangerous look.

"Duly noted." He was met with confused looks from the rest. "I'll… explain later. So, we're not getting gifts this year?"

"I don't need a gift from you." She moved in closer. "This year, I think…"

"Yes?" he prompted, when she fell silent, looking indecisive.

"Well… I think that you're all that I need this year." She laughed awkwardly. "I know, I thought that sounded rather cliché too…"

"Sounding cliché isn't such a bad thing." He returned her smile. "It's like being cheesy."

"So… you don't mind?"

"Of course not."

"Ugh, can somepony open a window?" gagged Rainbow. "I'm feeling a little nauseous in here."

They ignored her comment, but they refrained from being more intimate while in the presence of their friends, blushing and putting a little more distance between them. But only a little. Deciding to spare them both the embarrassment, Dusk moved the subject along.

"So, everypony ready to play their parts in the pageant?"

"I know I am!" Rainbow said, latching onto this. "I just hope that Canterlot is ready for the spectacle that is Rainbow Dash on stage."

"If it's anythin' like Rainbow Dash in the air, we might wanna tell the audience ta wear crash helmets," joked Applejack.

"I um… actually, never mind…" Fluttershy muttered, looking apprehensive.

"Still jittery 'bout the stage, hun?" asked Applejack.

"Well… I didn't want to say… I mean I didn't want to bother anypony about it but… yes…" she said, with a whisper of dread. "I mean… e-e-everypony will be looking at me, staring at me! W-w-w-what if I mess it up? What i-i-if I forget my lines? Oh my! Oh dear!"

Dusk, who could sympathize with how she was feeling, was about to comfort her, but he was beaten to it.

"Fluttershy, stop!" commanded Ray, though not harshly. "You're gonna have a panic attack." Fluttershy immediately stopped panicking. "You don't have anything to worry about. All of your friends are gonna be in the pageant with you. You're not the only one who's feeling nervous."

"B-b-but… all of those ponies…"

"Are gonna love you," he insisted. "They loved your singing back in Ponyville, they're gonna love your acting here. I've seen you, you're good, you all are. The important thing is not to worry about what'll happen until it happens, because what's the point?"

To Dusk's somewhat surprise, Ray's words seemed to have an impact on her. Her tense body relaxed from the assurance, she stopped shaking and quivering with fright and she took a few deep breaths to calm herself. She looked back up at Ray and gave him a small smile.

"Okay… I'll remember that. Thank you, R-R-Ray," she stammered. "I um… I was being silly."

"It's fine, don't worry about it, like I said." He rubbed the back of his head and chuckled. "I um… I didn't want to see you upset about this, that's all…"

"I know, but it was still nice of you. Thank you…"

"Heh… no problem." There was a slight red tint to his cheeks and his gaze shifted between Fluttershy and just about anything else. Though Dusk was grateful for his efforts, he still felt a small surge of something he couldn't quite identify… something that made him want to order Ray to stop looking at Fluttershy like that.

"I gotta say, seeing you guys perform is really the only reason I'm looking forward to this," admitted Ray, clearly not wanting to dwell on this.

"I would imagine," agreed Dusk, recalling how he felt towards Canterlot. "I'm glad you accepted my invitation Ray. I know this isn't exactly agreeable for you."

Ray just shrugged. "It's fine. Like I said, it'll be fun watching you all perform. It's been a while since I've seen a Hearth's Warming Eve pageant."

"I still can't see personally what exactly your negativity towards Canterlot is based upon," commented Rarity. "The city is absolutely magnificent."

"It's not so much the city, more the ponies in it…"

"Again, I fail to see what you mean."

"Oh, I could tell you a few things…" Once again, Dusk detected the mild hostility in his voice towards Rarity and stepped in.

"I um, don't suppose you'll be staying all that long then once the performance is done."

"If it were just me, I'd probably clear out as quickly as I could," he admitted. "But if you guys are going to be hanging around for a bit, I guess I'll stay."

"There'll be some of us who'll be staying for the following day, at least," informed Twilight. "Dusk and I certainly will be. We have something very important to do while we're there."

This came as a surprise to Dusk. "We do? What exactly?"

"I'll tell you after the play." She didn't say any more on the subject, though Dusk's curiosity was only heightened further.

"I know that there's a few of my social contacts that I'll want to rendezvous with on Hearth's Warming Day," put in Rarity. "I hear that the elite throw a spectacular soiree every year."

"Ooh, I hope that it doesn't collapse in the oven."

"That's soiree, not soufflé, Pinkie Pie."

"Oh, right. I was wondering why anypony would just throw a cake away like that. Unless they were going to throw it and then eat it, then I can understand."

"What about you, Fluttershy?" asked Ray. "What do you want to do?"

"Oh um… I don't mind, whatever… everypony else is doing, I guess." Her eyes were intently focused on her hooves. "Why um... why do you ask? If you don't mind my asking, that is…"

"Uh… no special reason," he mumbled, a slight hint of red in his cheeks again and the return of Dusk's urge to push him away from Fluttershy.

"Well, whatever happens, we'll just make sure to have fun." Twilight squinted against the glass of the window before sticking her head out to get a better look through the snow. "We're getting closer!"

While all the others motioned to copy her, Dusk hoping they wouldn't pass by any cave walls or trees along the way, he noticed that Ray tensed up somewhat, refraining from looking out of the window for any reason.

"You'll be fine," Dusk assured. "You'll be with us."

"I know, I know… I just can't shake the feeling something'll happen."

"Why do you say that?"

He shrugged. "Trouble just has a habit of following me, I guess."

"I advise you don't worry about it until it actually happens, wouldn't you agree?" offered Dusk.

Ray chuckled and nodded. "Yeah, fair point. Thanks Dusk, I needed that."

"Don't worry, it's one of the few things I'm good for." He said this purely out of habit and covered his head quickly. Again, there was nothing coming.

"It's the holiday, I think I'll let you off this time."

He let out a sigh of relief and a slight laugh as the train pulled into Canterlot station, glad that he had managed to escape that at least. It was only when he walked out onto the station, however, that Ray levitated his hat off, dropped some snow on his head and rubbed it in with a noogie.

"See, I lied." He grinned and darted off before Dusk could say anything.

Not sure if befriending the stallion was either a wise course or one of his biggest mistakes, Dusk shook his head and caught up with the group, walking through the snow kissed streets of Canterlot.

* * *

Night had now fallen, which had come a lot sooner due to the season, painting the sky above with stars and instilling a further chill across Canterlot. But nopony would be bothered by the cold, for they were all gathered in the grand hall and taking their seats for the pageant about to begin. Musicians were checking their instruments, the backstage crew were going over directions and actors were going over lines for final preparations, as well as putting on their costumes.

Dusk had once again removed his hat and its place now wore a dark brown robe, tied in place with a simple piece of rope, quite unlike his more illustrious Nightmare Night costume. These had been the clothes that his ancestor had worn when he was still an apprentice to Fore Sight. Twilight wore a similar costume for Clover, but hers was a lighter colour.

Even though he was satisfied that he now looked the part, Dusk was still rife with nerves. He had seen the crowd gathered out there, a sheer mass of ponies gathered to watch the pageant. It was more than for the variety show, even more than for the Magic Contest. It looked like the whole city had turned out to watch it. Though he had gotten better at controlling his nerves, he still needed some time to steady himself before going out.

That was why he was in a quieter part of the backstage area, working on picturing the crowd and remaining as calm as possible with the image in his mind. He still got severe shakes, but he was getting better. Only a little, but it was better than nothing.

"I think we had best take our places," a refined, female voice said. "The curtain rises in two minutes."

He would have jumped if he had not known she was there, but he still flinched a little from his nerves. The only other company here was an earth pony, with grey fur and a long black mane, a pink bowtie and neck collar fashioned around her throat. She too had come here for a quiet environment in which to make sure her cello was adjusted and ready to play.

"Duly noted," he murmured, taking one last deep breath. "Okay… I can do this… I can do this."

"Of course you can," she replied in an obvious tone, but with a hint of encouragement. "If you could not, I'm fairly certain you would not be here."

"I can't argue with that," he chuckled. "How are you feeling, miss? Not nervous too, I hope."

"I have been performing my profession for quite a while. Apprehension is something I rarely experience these days," she replied, with a tone of confidence.

"I suppose so. Never feeling nervous… that must be nice."

"I said I rarely experience it, I didn't say I never did."

"So… you are nervous?"

She looked up from her instrument with a slight smile. "Perhaps a little." She picked up her instrument and moved to the corridor that led to the base of the stage. "Still, we keep calm and carry on, do we not?"

"Indeed, we do." He started to make his way to the wings. "Right, well, break a leg, miss."

"The same to you, sir," she returned, with a more pleasant smile.

He stood next to Twilight, who was also showing signs of nerves. But their hooves touched and she gave him a sense of comfort and ease. They were both nervous, but they had to keep their heads. They would be fine.

As Spike began his narration out on the stage, relating to the story told every year at this time, Dusk cast his mind back, putting himself in his role. Almost like he was calling his ancestor back from the dead…

* * *

_The harsh winds blew violently outside of the castle walls, blowing so strong that it crept in through the walls, sending an almost ghostly wail echoing through the halls. The whole land was covered in snow, burying everything and completely obscuring any view whatsoever of the world outside. It had been like this for a long time, but it would continue on as long as the three sects remained in conflict with each other. Forever cold, forever dead._

_Fore Sight knew this. He had seen it. A brief glimpse, but he'd seen it._

_He stared out of the window of the hall, deep in thought. It had been an hour since Princess Platinum had left for the summit to meet with the leaders of the Earth and Pegasus pony tribes. Their one chance to end their pointless, stupid bickering and actually try and work together to build a better future, one that he had seen the most and so clearly. He had to have faith that they would see reason and cooperate._

_So far, however, he had yet to be shown otherwise._

"_As cold as it was yesterday and every day before." His closest friend and apprentice, Clover the Clever, had joined him at the window. "I don't think there's much chance of it changing."_

"_At least it's not as bad as if the Beast were attacking us," he noted. "I always dread those times."_

"_It's a rather close though, even if I can see where you're coming from," she recalled. "In a sense, even though we're divided in goal, we're united in that aspect…"_

"_Indeed and as if he wasn't bad enough, now we have this winter. It's not just the weather that chills us," he mused. "The coldness of the leader's hearts is what concerns me most."_

"_Then don't concern yourself with it," she counselled. "What will happen will happen and it may turn out for the better. We'll see, soon enough."_

"_I already have," he replied. "The leaders of the other tribes won't broker a peace."_

_She looked confused. "But they have to. The snows have become too harsh for any of us to survive alone. We need the other tribes to work together, if we're all to survive."_

"_It may happen, but not today," he replied grimly. "They'll meet, they'll bicker and it will come to naught. Their sight is as blinded as my own against this infernal snow."_

"_My predictions are based on logic and fact. Yours have been proven wrong before," she reminded him._

"_But for the most part, they're right. Master Starswirl himself says that I have the gift of prophecy," he said. "It still needs training and refining, but I have it."_

"_He's been mistaken before and he's said that you might have it. He also said it's a very imprecise branch of magic."_

"_Perhaps to those not born with it."_

"_Predicting what the cooks have made for breakfast and that I would have tripped down those stairs if you hadn't caught me would be something anypony could have guessed," she dismissed. _

"_I wouldn't have had to catch you, if you'd simply paid attention to where you were going."_

"_That's exactly my point!" She shook her head exasperatedly. "You're intelligent, Fore Sight, but I've yet to see decisive evidence that you can see the future."_

_He chuckled a little. "My dear Clover. You are my greatest friend, but I still find you too narrow-minded and grounded in fact."_

"_The same to you, my dear Fore Sight, though I find you to be too focused on dreams and faith," she returned, though with a smile._

"_You always rely on evidence to establish a single certainty, whereas I have belief in any possibility."_

_She just shook her head again and laughed. "I'm not getting into this discussion with you again. I don't think a single day goes by that we don't debate about it."_

"_And that shall continue on," he promised. "Still, you are right. We need to be ready for the princess's return. She should be back in…"He checked the sun. "About five seconds."_

"_How can you be so sure of that?" _

_The castle doors burst open and the princess staggered in, a hoof touched to her forehead. "Clover the Clever! I need you!"_

_She looked to the princess, then a slightly smug Fore Sight. "You could have just seen her coming up the hill."_

"_Through all that snow?" he asked. "That would have been rather difficult."_

"_She might have told you when she would be back."_

"_When I was studying with you before she left, having not been to see any of us before she left?"_

"_Clover!" she commanded again. "Stop wasting time and come and help me!"_

_Clover just glared a little at him. "I still don't believe this prophetic nonsense."_

"_Believe what you will, Clover. I know I will." He followed her to where the princess awaited, having now collapsed on the floor._

_Overdramatizing again. Even without his Sight, he could have predicted that._

"_Yes, your majesty. Did the other pony tribes see reason as I predicted?" asked Clover._

_The princess stood and crossed to one of the cushions. "Those other tribes are impossible! I, for one, can no longer bear to be anywhere near those lowly creatures. The unicorns are noble, and majestic. We will no longer consort with the likes of them!"_

_She thrust her hooves into the water angrily, now turning her eyes to Fore Sight._

"_It seems that your so-called vision was incorrect, Fore Sight. We did not make peace with the other tribes."_

"_I said that we would, your highness, I simply didn't say when," he reminded her._

"_Why didn't you say something then?!"_

"_You neglected to ask, highness," he returned respectfully. "You left before I could elaborate my vision further."_

"_So it was a complete waste of time that could have been completely avoided." She huffed and glared at him. "Your supposed visions have yet to reveal anything of great use, apart from what I already know."_

"_I can't control them, highness. They simply happen, come and go like the dewfall," he explained. "I know of what, but I rarely ever see when or where."_

"_Then try it now!" she demanded. "Have you at least seen an end to this cold? A return to the unicorn's position of glory?"_

_He shook his head. "Just more conflict and more cold, nothing new."_

"_Then why are you still here?!" She waved her hoof. "Go away and come back when you actually have something worthwhile to tell me."_

"_As your highness wishes." He bowed and departed, frowning a little. _

_Clover gave him a sympathetic gaze, which he returned, knowing they were both thinking the same thing. Though he had loyalty to his matriarch, she was hopelessly blinded by her vanity and pride. The worst kind of unicorn, in his eyes. Even princesses were not set up above everypony, for there were always greater powers at play, the hooves of fate being the most powerful of all._

_And it seemed they had graced him once again. He felt a sudden surge of magic and ran to his room, containing it until he reached it. Once there, he let it out, the swirling images of colour appearing before him in the form of yet another vision. There were two types he had. One was small, in his head and usually predicted immediate events, though they were usually random. The other was this kind. They were more informative and always true._

_He saw a land, not their land where they resided, but a different land, far from here. A land where it was green and growing, full of life and wonder. He saw himself, Clover and Platinum venturing there and claiming it… the other tribes also arrived and fighting broke out once more, the cold came again, like it had done here._

_There was something it focused on… one of the other tribe members, a soldier of the Pegasus tribe. For some reason, he felt something from her… some sort of connection. But what…? What was this, standing in some sort of cave… a fire that vanquished the cold, generated by them somehow… what future was this?_

_Then, it was gone. The power had faded, but his memory of the vision hadn't. It had been a little vague on detail, perhaps, but he knew now what they needed to do. This was it, their chance for salvation from the cold, a chance to rebuild. Together, just like he had seen before, only now it was much clearer._

_So, with all speed, he rushed back to the hall and found that Clover and the princess were still present._

"_Highness, I believe I have something new!" he announced, bowing as he entered._

"_You do, do you?" she asked sceptically. "Very well, let us hear it."_

"_I cannot say for certain, but there is a future for us, though it isn't here. To find it, we must venture to a new land and there we shall find what we seek."_

_He omitted the rest, for if the princess knew that there was a chance of meeting the other tribes too, then she would be as rooted to the castle as a tree and unwilling to move. Even so, she made another dismissive noise and frowned._

"_Had you been here, you would know that I had just made that announcement myself," she said impatiently. "You see, nothing useful at all."_

"_She did just make that proclamation," confirmed Clover. "I had almost come to the same conclusion myself."_

"_But you didn't, did you?" snapped Platinum. "Neither you, nor this vision addled colt realised our best course of action. It was I who decided it."_

_Fore Sight said nothing, though his irritation towards the princess had increased somewhat. He hoped he would have another vision that would show a perhaps gentler, fairer ruler in her place. At least one that wasn't so superior all the time._

_They began to make preparations to venture on ahead, intending to scout out a new land to inhabit and send for the rest of their people later. He hoped they'd find this new land soon, for even the unicorns were beginning to succumb to the dreadful cold, even with their magic which could raise the moon and sun._

"_There, I believe we are ready to make our venture," announced Platinum proudly. "Come along, you two. Your princess needs your protection and service."_

"_We will leave, but only after you've remembered you're not wearing your favourite broach, highness," said Fore Sight._

"_Don't be ridiculous! Why would I…?" She checked her robe and frowned. "Clover, fetch my broach from my room."_

"_At once, your majesty," she bowed, running back inside._

"_It's in the bottom left drawer of her dresser," called Fore Sight. _

"_No, it isn't!" snapped the princess. "I explicitly remember leaving it on top of the dresser."_

_Clover returned a few minutes later, fastening the broach to the princess's robe and setting off, though not before Fore Sight caught up with her._

"_It was in the drawer, wasn't it?"_

"_I found it, that's all that matters," she muttered, though she wouldn't look him in the eye._

"_I'll take that as a yes."_

_Their hooves crunched in the snow and Fore Sight tightened up his robe to protect him from the biting cold, which seemed to lessen somewhat the further they walked away from their former home. He had to admit, he was going to miss living there, all the times he'd studied with Starswirl, studied with Clover… that was it as far as memories went, but they were important to him regardless._

_That and of course those of when the Beast attacked. But he wasn't inclined to remember those times… perhaps they would escape him here._

_As they walked, he wondered again about his vision. They were to find their new land, but why did it seem that the cold had followed them from their old one? Why did it seem to appear the moment that the other tribes discovered each other? There were others there… an earth pony, himself, Clover and that Pegasus… who was she? Why did she appear to be so important?_

_However, he didn't have the time to consider it fully. He had a brief flash that, in a few seconds, the princess would start complaining again._

"_Oh, this is simply taking forever. My hooves are killing me! How long have we been walking for?" she whined._

"_About five minutes, your highness," reported Clover, gesturing to the castle back where they came from._

"_Oh, I never imagined finding a new land would be so hard. But it'll all be worth it, don't you agree?" she asked._

"_I actually think that the three tribes could've tried harder," said Clover._

"_I feel much the same, that was another possibility I saw," agreed Fore Sight._

"_I asked if you agreed, not the reverse." She suddenly screamed, "Stoooooop!"_

_Clover rushed forward, Fore Sight already knowing what was coming. " What's wrong?"_

"_That is what's wrong!"_

_She thrust her hoof at a very small stream of trickling water, with even a few stones set in it that gave a pony enough room to stand and walk on._

"_Your highness, it's just a stream. We can cross it easily." She demonstrated this, but the princess was adamant._

"_I refuse to get my gown wet. I have no intention of arriving at my new land looking like a bedraggled Earth pony, or worse yet a rough-and-tumble Pegasus. I, for one, have no intention of stooping down to their level." A self-satisfied smile crossed her lips. "On the other hand, I have no trouble watching you stoop down."_

_Clover groaned and moved forward, but the princess held up her hoof._

"_No, no. I believe it is more befitting for a stallion to carry me across this obstacle." She smiled all the wider at Fore Sight's face. "Shouldn't you have seen that coming?"_

"_I'll show you what's coming," he grumbled quietly enough for her not to hear, hefting her onto his back with a levitation spell._

"_And do watch the gown, darling. It's worth more than all of the books in your library," she warned._

_They reached the other side in seconds, Fore Sight depositing the princess and earning another sympathetic look from Clover. She, at least, supported him, but their ruler seemed to treat his prophecies as something of a joke, something that really pushed him to his limits at times. When she did though, he just remembered what his master had taught him._

"Often, there are times that those who think they have power do abuse on those who truly have it or none at all. However, we must remain meek and not lash out, for then how would we be any better than they?"

_Wise words, he thought and he tried to live by them. She was their ruler and it wasn't his place to oppose her. No matter how much he might like to. His thoughts were interrupted by Clover, who had been looking at him intently and had now trotted over to join him._

"_You saw something." Clover wasn't asking a question here. "Before the princess decided to move us, you had another of your visions."_

_Keeping something hidden from her was rather rare. "I did, yes."_

"_What did you see, then?" Clover asked in a whisper._

_He was a little surprised by this. "How do you know I did see something for certain?"_

"_I have seen it, at times when you use those… shapes," she said, deciding on a word. "I don't know exactly what they are, I'm still trying how best to figure them out actually, but the way I see it, they have to mean something."_

"_I thought you didn't believe in my gift."_

"_It doesn't mean that I'm not open to a discussion about it." Not too narrow-minded then, he thought. "Just tell me what you think you saw."_

_He tried to put into words as best he could how he had seen the vision, of the founding of their new land and of the arrival of not only the other tribes, but also the cold. The cave they would be in, the fire that would guard them against the chill._

_As he expected, Clover had her doubts. "I don't fully understand how it could possibly become so cold when we all supposedly arrive in the new land. I mean, if."_

"_Of course you do," he noted. "Which could only mean that the cold isn't necessarily a natural phenomenon and we've already established the Pegasus ponies aren't behind this. So it could mean that something else is causing it."_

"_That does make some sense, though I dread to think what exactly. You don't think the Beast could be causing this, do you?" she asked, in a tone laden with fear._

"_Possibly. If it is, it might be something he's using to act through him, rather than his own actions. It would make sense, since he's always more direct than simply changing the weather when he does decide to appear."_

"_If you say so. What about this fire that's supposed to beat the cold?" she asked. "You say it happens when we're with the other tribe leaders."_

"_I don't think it was the leaders… these two were different, but I'm not entirely sure how…" His thoughts drifted again to that Pegasus soldier._

"_Do you really think that we'll make peace with them?"_

"_I have to believe that we can. Otherwise, if we do meet them, then we'll be no better off in the new land than we were in the old one." He looked back at her. "You still don't believe me, do you?"_

"_Fore Sight, I want there to be peace between us as much as you do, but so far, I've seen little sign of it actually happening," she confessed. "I don't want some apparent dream to be the foundation of this. I need to see it actually happen for myself."_

"_Some of our greatest achievements were built on dreams before they were built on fact," he reminded her. "Who's to say this is any different?"_

"_But without that fact, those dreams would have stayed that way," she countered. "We need some kind of actual proof or evidence that the others are just as willing for an alliance as we are."_

"_So far, what you've seen has presented none of that, but what I've seen has. Are you saying you don't trust me?"_

"_No, of course not!" she insisted. "There's nopony I'd trust more. I just find it difficult to imagine that might happen."_

"_What are you two talking about back there?" called Platinum. "I hope that there not seeds of dissent in my court."_

"_Of course not, princess," answered Clover. "We were just discussing about the possibilities of finding a new land."_

"_What is there to discuss? There is much of the world we still have yet to explore, of course we shall find a land free from Earth and Pegasus ponies, a true paradise for unicorns."_

"_With all due respect, highness, I know. I've seen it," he replied._

"_Yes, so you've said," she answered doubtfully, starting to descend a slight hill. "Honestly, if you really can see the future, why don't you at least tell me what we are likely to encounter."_

"_As I've said, I can't control when they happen, they just do."_

"_Try! Your princess commands it."_

"_As you wish…" His temper getting the better of him, he decided to try and make her feel sorry for mocking him. "If we continue on our current path… we will…"_

"_Yes?" she said, leaning forward expectantly._

"_We will reach…"_

"_Reach what? Our new home?"_

"_We will reach… the bottom of the hill." They all looked up to see they had indeed reached the bottom of the hill they were walking down. He spotted a rock that Platinum was walking towards. "I also see pain…"_

"_Ow, my hoof!" She had stubbed it against the rock._

"_Followed by anger…"_

"_Why didn't you tell me that was there?!"_

"_Then denial…"_

"_You're not even predicting the future, you're just saying things as they're happening-"_

"_-now?" he finished for her. _

_She glared at him for a while after that. "You will remain silent for the remainder of this journey until such a time that we reach our new land. Am I clear?"_

_Fore Sight nodded, knowing that he had gone too far. He normally wouldn't, but he just didn't like being pushed like that. He felt a princess was supposed to treat her subjects with respect, unless she had good cause to. But now, he was paying the price for his stupidity. Clover only shook her head at him, which he felt some shame from, but still felt annoyance to Platinum._

_After many miles, the snow began to lessen and eventually faded completely, leaving only lush green fields, the warm glow of the sun and the beauty and life of nature all around them. Fore Sight actually felt more at home here than he had in a very long time. He hadn't realised how much he'd missed being warm, to actually feel the sun against his skin. Though his order to remain silent still stood, he allowed himself a smile and loosened his robe._

_He could see as well that Platinum was looking around with some admiration at the cave they had emerged from, where they could see all kinds of jewel and gemstone embedded in the rock, glinting beautifully in the sun and casting colour all around. Clover too was looking around in wonder and amazement at this new land they'd emerged into and exchanged a smile with her friend, who returned it gladly._

_Within a few minutes of their arrival, their ruler had amassed a small pile of gems and jewels, wrapping her forelegs around them like they were her foals._

"_I've never seen such jewels! This ruby is dazzling. This whole land is dazzling. I'm double dazzled!" She squealed with joy while Fore Sight produced their flag. "In the name of the unicorns, I hereby dub this land Unicornia!_

"_I must admit, I'm more than a little amazed at this turn of events," said Clover. "This new land really is something special, isn't it Fore Sight?" He remained silent. "Oh, right…"_

"_It really is perfect! We found our new home!" declared Platinum, at around the same time somepony else did._

_But Clover hadn't spoken and he had been ordered to remain silent, which could only mean…Fore Sight glanced over the cliff to see two Pegasus ponies in the sky above and two Earth ponies down below, both parties with their own flags planted in the cloud and the ground as he had seen and, like he had seen, they weren't exactly thrilled by the presence of the other._

"_I planted my flag first!" claimed the brash Commander Hurricane._

"_Did not!" argued Platinum._

"_Did too!"_

"_I planted mine earlier than first," ventured the strange Chancellor Puddinghead, as her flag fell over._

"_All of you riff-raff are trespassing in Unicornia!"_

"_The name is Pegasopolis!"_

"_Earth!"_

_Fore Sight noted a slight chill in the air as the bickering between the leaders escalated._

_Hurricane approached Platinum. "I say we fight for the land. May the best pony win!"_

"_That's barbaric. Clover the Clever? Throw that brute into the dungeon!" she ordered._

"_What dungeon?" she asked in bewilderment. _

"_Fore Sight, tell these ruffians to be gone!" He gestured to his mouth again. "Very well, you may speak, as I decree it." He was still silent. "Well? Tell them!" _

"_Will any of you consider leaving?"_

"_Nope," replied the Chancellor._

"_Don't even think about it, unicorn," growled Hurricane._

"_Well, I tried," he shrugged. "Perhaps we should try to cooperate, as revolutionary as that sounds."_

"_Exactly, perhaps if we all calmed down..." suggested Clover._

_The Chancellor's subordinate spoke up. "Ah agree. Let's all calm down."_

"_I vote for calm."_

_Fore Sight's head whipped up at the last voice. How had he not noticed before? It was her. The Pegasus soldier from his vision, just as he'd seen her. But seeing her now was truly captivating, her gentle form, her demure voice, those big, shining eyes. He didn't know if it was because of his vision or his own feelings that he thought this but…_

_She was beautiful._

"_I'll have you court-martialled for insubordination, Private!" warned Hurricane, making her shy away. "We settle this on the battlefield!"_

_As if on cue, a snowball was thrown at her, eliciting laughter from the princess. This was immediately cut off by another snowball thrown at her now, earning a glare for all those nearby._

"_Who dares throw a snowball at royalty?!" Fore Sight glimpsed Puddinghead, who was standing by a small pile of snowballs._

_Wait snow… where had that come from? The Chancellor realised this too, looking up in confusion._

"_Wait a minute, where'd all this snow come from anyway?"_

_The clouds had already begun to darken overhead, a fierce wind now stirring up the snow that fell with it and moaning like the cries of the damned. Like the wind itself was alive…_

"_Oh no! Not again!" exclaimed Hurricane._

_Remembering his vision, Fore Sight was quick to act. "Quick, into this cave!"_

_They all hurried inside, relatively safe from the gathering cold. How had it arrived here so quickly? What could possibly be causing it? The only hope he had was that, now they were all in the same situation, they might see sense and work together in accordance to his vision._

_To his disappointment, they didn't. The fighting, the bickering, it carried on well into their entrance to the cave. First, it started with the three sides claiming territory within their confined space by drawing lines along the ground. Then, it grew into a dispute about the division land, culminating in the ultimate folly by their mighty, respected leaders fighting over a rock like fillies fighting over a toy and who should play with it._

_The, what he now saw as the sensible ponies, not including himself, all just stood back and took their leader's selfish orders, unable to say anything due to their position. All the while, he couldn't take his eyes off the Pegasus private. He didn't even know her name, yet he was already transfixed by her beauty, feeling great pity for how her commanding officer was treating her like this. He wished he could cross over and talk to her, but the princess would never allow it. He didn't want to push his luck._

_The arguing continued on, until they realised how cold it was getting again and Clover pointed out the big problem._

"_Look, everypony! The entrance!"_

_The cave mouth was completely covering with ice, blocking their way out and leaving them trapped in the cave._

"_Great. Now there's no way out! We're trapped!" realised Hurricane._

"_You two deserve this horrible fate. You've done nothing but argue and fight with each other!" insisted Platinum._

_The commander rounded on her. "You've been fighting too, your highness._

"_Yeah! Worse! I haven't been fighting nearly as much as you!" put in Puddinghead._

_Now, the ice was gathering up near their hooves too and they were so caught up in their fighting, they either didn't notice or didn't care as the ice climbed up their bodies._

"_How ridiculous! A unicorn never stoops to fighting!"_

"_That's just 'cause you wimpy unicorns know you'd never win! Earth ponies are numbskulls!"_

"_Pegasi are brutes!"_

"_Unicorns are snobs!"_

_Now the ice had taken over them completely, encasing them in cold cocoons from which they might never emerge, frozen in their grimaces of hate. Their leaders were gone. It was only the subordinates left: himself, Clover, the earth pony and the Pegasus. Worse still, the ice kept creeping in towards them all the while._

_A loud wail shocked them and they ran towards the centre, boundaries forgotten completely, huddling together. Fore Sight realised that he and the Pegasus were touching and blushed, though he felt a jolt from her contact that had nothing to do with fear. Then, they looked up where the snow was coming from and saw what was causing it._

_A trio of ghostly horses were floating above their heads, raining snow down on the, their eyes alive with hunger and malice. The very sight of them chilled Fore Sight to his core, even more so than the snow they brought, for he knew what they were, as he knew Clover did as well._

"_What is that... thing?" asked the Pegasus._

"_They must be... windigos!" they both said._

"_Windigos?"_

"_Our mentor Star Swirl the Bearded taught us about them," explained Clover. "They're winter spirits that feed off fighting and hatred. The more hate the spirit feels, the colder things become!"_

"_Then... this is our fault," realised the earth pony. "We three tribes... we brought this blizzard to our home by fightin' and not trustin' each other. Now it's destroyin' this land, too."_

"_And now our bodies will become as cold as our hearts...all because we were foolish enough to hate."_

_The snow started to enclose around them too. They huddled in closer together again, Fore Sight realising a horrible truth: his vision wasn't true. They weren't going to find solace here. Instead, they were going to die here… at least he wasn't alone._

"_Looks like… you were right, Clover," he whispered to his friend. "My vision… it was just a stupid dream…"_

"_For once, I wish you had been right." Her hoof touched his. "Goodbye, Fore Sight. It was… a pleasure knowing you."_

"_As it was you, Clover…"_

"_Well, I don't hate you..." They all looked to the Pegasus. "I actually hate Commander Hurricane a lot more than I hate you guys."_

_To his surprise, even though they were about to die, Fore Sight laughed for he felt the same concerning Platinum, as did Clover and the earth pony. Yet that wasn't a bad thing. If they were going out, go out on a high note._

"_Actually, I don't really hate her, I just really, really, really, really, really, really, really, really, really, really dislike her," he corrected._

"_I feel the same regarding our leader," he put in. "She can be a bit of a snob really."_

"_Really?" She giggled and despite the cold, he felt his heart blaze. "Wow, I really don't hate you guys now."_

"_I never hated you at all," he assured, with all honesty._

"_Well, I don't hate you guys either," said the Earth pony._

"_Nor do I," agreed Clover._

"_No matter what our differences, we're all ponies."_

_They drew even closer now as the ice took them as well, satisfied that if they froze, they would freeze not as enemies but as friends… that was when something amazing happened._

_He could feel the surge of magic from his fellow unicorn long before she cast it. When she did, her eyes glowed with the power of a hundred suns, as did the magic she cast. The beam hit the windigos above, consuming them as they fought in vain to escape its power. With one final burst, they were gone and in their place was a crackling magical fire in the shape of a heart._

_The Pegasus stared in wonder. "What was that?"_

"_Ah didn't know unicorns could do that."_

"_I didn't either. Nothing like this has ever happened before. But I know it couldn't have been just me. It came from all three of us, joined together, in friendship." The three of them came together in an embrace under the fire, while Fore Sight stared from afar._

_Together, under the fire that had vanquished the ice and saved them all. Just as he had seen… it had come true!_

"_Clover… that was incredible!" he exclaimed, hugging her._

"_I know, but that's not all!" She was beaming now. "Your prediction, it was right! We did come together and we did beat the cold!_

"_I know!" He returned her grin. "So, do you believe me now?"_

"_I do. Now, come here you!" They hugged again, laughing at the sheer ridiculousness of it all._

"_Wait a sec," the earth pony said, "are ya sayin' that you knew this was gonna happen?"_

"_In a manner of speaking , yes."_

_She whistled impressively. "Well, knock me down with a Pegasus feather."_

"_Me too!" added the pegasus. "You can see the future! That's amazing!"_

"_What can I say, it's a gift," he replied. "I'm still learning it though."_

"_Even so, the way you knew this would happen was really… uncanny."_

_Fore Sight smiled bashfully at her. "Thank you… but still, we're friends and we don't even know each other's names. I'm Fore Sight the uh… the Uncanny."_

"_I'm Clover the Clever."_

_The earth pony chuckled. "Modest bunch, ain't ya? Name's Smart Cookie. Nice ta meet ya."_

"_Private Pansy," said the beautiful Pegasus with an ironic salute, her eyes fixed on him now. "I'm glad to meet you, Fore Sight."_

"_The feeling is mutual, Private Pansy." He returned the smile that still made his heart glow like the one above them._

_Now the windigos were gone, their influence was slowly fading, the ice and snow beginning to melt under the fire of their friendship. Getting closer to Pansy all the time, Fore Sight sat at the fire with the others, telling stories he'd read and sharing in songs from their tribes, even making up new ones as a symbol of their friendship._

_Soon enough, their leaders also began to thaw out. But when they saw all of them laughing and singing together, something changed in their hearts too and they weren't so hostile to each other anymore. It looked like friendship had thawed their cold hearts as well and they joined in with the celebration they held._

_Eventually, the cave mouth was free of ice, allowing them to be graced by the sun once more. They made a pact, there and then, that there would be no more fighting and that the land would be shared, their people united under one banner, a banner that Fore Sight had seen in another vision and that emblazoned their new flag._

_It depicted a half sun and moon on a blanket of stars, encircled by two leaders that would soon be born unto them, ones who had the hooves of earth ponies, the wings of pegasi and the magic of unicorns, who would be eternal and rule this land forever more. A perfect symbol of their new friendship and their new home, one that they had chosen to call…_

_Equestria._

* * *

_The fire of friendship lives in our hearts  
As long as it burns we cannot drift apart  
Though quarrels arise, their numbers are few  
Laughter and singing will see us through  
We are a circle of pony friends  
A circle of friends we'll be to the very end!_

The lyrics to the Hearth's Warming carol still echoed in Dusk's head, as had the sheer pride he felt when the show was over and everypony had cheered. They had done it, without a single slip-up or mistake. Together, as friends, they'd pulled it off and made what they viewed as the best Hearth's Warming pageant ever.

Even though they had started arguing over who should close a window, Dusk, who was checking himself in a mirror, knew how to stop them.

"Beware, if each other you oppose, for your fights and plights and arguments and strife are calls to the windigos," he recited from a nursery rhyme.

As if on cue, he could have sworn he heard one outside. The arguing stopped and Rainbow volunteered to close the window to the amusement of all.

"Whew, glad we stopped that in time," Fluttershy said, with a shifty look around.

"Me too." He smiled at her. "You were brilliant out there, little sister."

"You too, big brother." They hugged each other warmly. "You know, maybe we're not far off."

"What do you mean?"

"Well, didn't you say that Private Pansy was my ancestor?" He nodded. "And didn't she marry yours. So…"

Realisation hit him and he laughed. "You know, I never really thought about that. Wow… I suppose you really are my little sister… even if that was generations ago."

"I don't mind about the details." She saw Twilight approaching and smiled. "Well done again, big brother. Wow, you and Ray were right."

He felt that little surge again from the way she said Ray's name, but quelled it as Twilight joined him.

"Great work, Dusk!" She hugged and kissed him now. "You are a credit to your ancestor. He certainly seems to have been a lot more bold than you."

"Apparently so," he noted. "So, it's after the play. What did you want to tell me?"

She looked a little uneasy now. "Okay… please bear in mind, I waited until now so that if you felt uncomfortable with this, we can postpone it until you feel more ready."

"I'm sure whatever it is, it's fine," he assured. "What did you have in mind?"

"Fine… as you know, some of us will be in Canterlot for Hearth's Warming and while we're here I…" She took a deep breath and looked him in the eye. "I'd like for you to… meet my family."

* * *

DUN DUN DUUUUUUUN! How is Dusk going to cope with this one, eh? I don't think I need to tell you what's coming up next.


	21. Brotherly Love

**Brotherly Love**

"Great performances last night everypony!" Ray expressed the following day. "I think that was definitely the best Hearth's Warming pageant I've ever seen."

"Thank ya kindly, Ray," Applejack said. "Ah think it helped that we had a good audience too."

"I was glad to be part of that than." His grin widened. "You were all great and I mean that."

"Well, I knew that I personally was great, but I didn't know that we were great as a group," Rainbow shrugged.

"It's true." His eyes turned to Fluttershy and he smiled gently. "See, didn't I say that you'd be fine, if not better?"

She blushed, but she kept a smile of her own. "You did, yes… thank you, Ray. What you said to me it… it really helped."

"Yeah, well, now that I have friends, I aim to make that my intention," he replied, with a slight blush of his own. "Some a little more than others, right Dusk? Dusk?"

Up until this point, Dusk had once again been content to just zone out of the conversation they were having in the room they were staying at, giving him time to think about a problem of his own. One that was troubling and worrying him more than he had anticipated. It was only when he heard his name being called that he remembered where he was.

"Hm?" The blue unicorn realised he was being addressed and snapped out of his reverie. "I'm sorry… what did you say?"

"Don't worry about it." Ray frowned at him. "You look like a pony who's got a lot on his mind, more so than usual."

Twilight placed a comforting hoof on his shoulder. "He's fine, just feeling a little apprehensive."

"That's a severe understatement," he murmured.

"Dusk, like I've told before, it'll be fine," she assured him gently. "They're not going to hate you, I promise…"

"I… I um… I don't know…" He sighed and diverted his eyes to the floor.

"Care to share what's troubling you?" asked Rarity. "I think I have a good idea already, but I want to be sure."

Twilight placed a hoof on his and turned to look at them all. "I'm taking him to meet my parents in a few minutes. We're going to be having Hearth's Warming dinner together."

"Ah ha, I knew it!" exclaimed Rarity. "I can certainly understand your feelings, Dusk. This is definitely one of the most nerve-wracking parts of being in a relationship. But you will only exacerbate the situation more by worrying about it."

"Exactly, there ain't much point in frettin' 'bout it. Just be yerself n' you'll be fine," comforted Applejack.

"But… what if they don't like who I am? What if I… I'm not what they're expecting or… or I disappoint them somehow or… or I… what if I-?"

Ray silenced him by levitating three snowballs from outside and hitting him in his face. "Just when I think you're getting better, you just take three steps back. I don't want to do this, but you leave me no choice."

Rainbow just laughed. "Don't lie, Ray, you love doing that."

"I do not! Okay, maybe a little… more than a little… the point is that they're right. You are just making this worse for yourself. Stop thinking about the bad stuff and focus on the good stuff. You know, the kind that doesn't make you vomit with worry?"

Rarity made a disgusted noise, earning a glare from Ray, but it didn't go any further than that before Pinkie placed her hoof into the discussion.

"What they said. Instead of focusing on how badly you burnt the cupcakes, try thinking about how you can make them better," she advised. "Like, do you plan to jump around their house, knocking everything over while singing Happy Days Are Here Again?"

"…No…"

"Good, cause let me tell you, that doesn't usually end well." Before anypony could question her, she carried on. "And if you're worried if they don't like who you are, just look around you here."

Dusk did, but he didn't quite see her point. "Um… I don't quite understand."

"Come on! Just tell me what you see here?"

"Um… you girls, Spike and Ray." Though the dragon in question was having a lie-in in the next room.

"Right and we're your friends, aren't we?"

"Unless… you're going to tell me otherwise."

"Don't be silly, of course not. So, that's eight friends here. Then there's those four you told us about and Princess Luna. What about back in Ponyville?" she went on. "You've got friends there too. There's Apple Bloom, Sweetie Belle, Scootaloo, Zecora, Big Mac, Granny Smith, Gentle, Nightfall-"

"Pinkie, please, what's your point?"

"My point is, if all those ponies like who you are, then what are the chances that Twilight's parents won't like who you are either?"

Suddenly, Dusk could see her point. While he wasn't entirely certain that they all liked who he was, it was true that they were his friends or rather he considered them to be. A year ago, he had no friends and he never thought he would make any, except for one and even then that was a slim chance. Now… now he had all of them.

"I… I suppose that makes sense." He smiled gratefully at her. "Thanks, Pinkie. I… I needed that."

"I know, that's what I'm here for," she sang brightly.

Ray was staring at her now. "Wow… I… I honestly didn't expect that."

"Ah think that's jest about what everypony who's met her as ever said," remarked Applejack. "Still, that's Pinkie fer ya."

"She's random, but she has her moments," agreed Twilight.

"Indeed…" Dusk smiled fondly at her before changing the subject. "So, what are you all doing today?"

"As I have said, I intend to join the elite's soiree, if anypony would care to join me?" asked Rarity. "I'm sure they won't mind guests."

Ray made a dismissive noise. "Yeah, spending Hearth's Warming with those shallow, two-faced excuses for ponies? I'd rather have my head ripped off."

"I could arrange that," growled Rarity under her breath. A second later, she shrieked as Spike appeared.

"I'll go with you! Sounds like it could be fun!"

"Spike?! Where did… how did you…?" She recovered herself and smiled pleasantly at him. "Very well then. Thank you, Spike, I'd be delighted to have you along with me."

"Great!" He yawned again and stretched. "Right, back to bed, lemme know when we're going…"

"Hold on now." She caught him in a levitation aura. "If we're going to the party, I need you looking presentable. We'll need to wash your scales, shine your spines, I've got an absolutely darling tux for you to wear…" Her words drifted away when she shut the door, while Spike shifted between looking delighted and exasperated.

"Right, while they're doing that, we're just gonna see what Canterlot has for a good time," Rainbow announced, placing her forelegs around Pinkie and Ray.

"And if they don't…" started Ray.

"We show them a good time!" finished Pinkie. "Hearth's Warming party! WOOOOO!"

Applejack shrugged. "Guess ah'll go along with y'all then. Better choice'n sittin' here twiddlin' ma hooves or tryin' ta act all fancy in front-a Rarity's lil' group."

"I'll come along too… if none of you would mind, that is," added Fluttershy timidly.

"We'd love to have you along, Fluttershy," Ray confirmed, grinning at her.

"You... you would? Yay!" She returned the smile, then looked away again with a blush to her cheeks.

Once again, Dusk felt what he now identified as concern at the idea of Fluttershy going off somewhere with Ray, even though he liked and trusted both of them and they weren't going to be alone. He didn't even really know why he felt concern about the situation. They were just going to go off together and have some fun with the others. It wasn't like anything was going to happen… but what if it did? What exactly might happen with them?

Before he could attempt to voice his concern, Twilight gasped loudly. "Oh my goodness, it's almost time!" She hurried him to stand up and leave. "Sorry everypony, but we've really got to get going. Have a good Hearth's Warming!"

"The same to you and remember, you'll be fine!" called Ray.

He exchanged one last encouraging smile with Dusk before the door was shut and he was left with Twilight, who was now looking him over.

"Let me see… you look fine, I think…" She lifted up his hat so she could see his mane. "Hmm… I'd best give it a comb, just in case."

Dusk didn't object, but let her do a spell that made his mane look neater. "I suppose it'll help me make a good impression."

"More on my mother, she likes things to be neat and organised," she explained. "My dad is a little more relaxed, he probably won't mind too much, but we'd best not take any chances."

"You're worried too then?"

"Of course I am!" she almost yelled. "I want this to go just as well as you do. But we both need to remain calm, right? We can't be worrying about the possibility of my parents disapproving of you in some way, possibly even thinking you're not right for and forcing us to break up, if not forbid us from seeing each other completely. I mean, what are the chances of that happening, even if we might-!"

"Twilight, please," he said calmly. "You're getting stressed again."

She stopped, took a deep breath and sighed. "You're right, I'm sorry. Still, you weren't doing much better before."

"Fair enough. Let's both agree to be calm about this and control the other if it gets out of hoof, agreed?"

"That sounds like an ideal solution. Unless the sitatuon arises in which we're both panicking, then who's going to calm the other down? What if-?" She stopped when Dusk cleared his throat. "Right, sorry."

"It's okay. To make you feel better, just tell me what you think I should do. Honestly, I think I need all the help I can get," he added.

"If you're talking like that, perhaps we should have brought Ray along," she joked. "Well, my mother appreciates manners and things like that, but don't let that worry you, you'll do just fine where that's concerned. She can be a little critical, but if she's not pointing out the single hair sticking up from your fur that means you're on her good side."

"Noted and your father?"

A smile came to her face now. "He's less concerned about that. In fact, the kind of thing he's more concerned with is trying to find is writing quill when it's stuck behind his ear."

"An absent minded sort of fellow?" he asked.

"Pretty much," she said with a giggle. "As long as you're friendly, he can be easy to get along with, he's rather good judge of character. If he tries to talk to you alone, just be honest with him, because he can tell."

With this information in mind, Dusk's anxieties were lessened somewhat, even though they didn't completely go away. He was still worried if her mother didn't like his taste in headwear, or if her father possibly thought that he might be a bad influence due to a possibility of his low views of himself passing on to his daughter. At least he had a better idea of what to look out for.

They continued in a partly comfortable, partly worried silence through the streets. If they started to worry, they kept to their agreement. If Dusk started fiddling with his glasses from nervous habit, Twilight would be sure to point it out and if she started worrying and fretting excessively, a word from Dusk would calm her down. They complimented each other well, something he hoped that her parents would pick up on.

All too soon, Twilight had told him they'd arrived. Even with all the comforting, assurance and advice, Dusk couldn't help but feel a sense of dread again, as the door into the house loomed above him.

"This is it," said Twilight.

"The day of reckoning," agreed Dusk.

"You ready?"

"Not really. Are you?"

"No, but we don't have many other options." She took in another deep breath. "Let's get this over with."

Dusk gathered up as much courage as he could and stood back while Twilight rung the doorbell, just to let them know they were here and opened the door to her home. She gave him one last encouraging smile, then led him inside. He felt a little weak at the legs again and followed her.

Compared to most Canterlot housing, her parent's home was modestly sized. It was big enough for the space they needed without being excessive. So, at least they weren't struggling. How could they when their daughter was student to a Princess? Decorations were mostly themed around the stars and planets, with blue wallpaper decorated with stars, some framed pictures of star movements and formations and a book shelf in the entrance hall with mostly astrological volumes.

A set of stairs led off to their right, while a door on the left led to a living, the door ahead to the kitchen. There of course some decorations for a typical home, such as vases of flowers, a tasteful time piece here and there and photos of their family. He saw her parents, Twilight when she was younger and a stallion with white fur and a blue mane, his leg around Twilight and laughing. For some reason, he struck a familiar chord in Dusk's memory… where had he seen him before?

"Mom, dad, it's me and I've brought my guest!" she called out.

Dusk heard excited whispers coming from the living room. "We're just in here, sweetie!"

"Come on then," she urged.

Dusk felt his nerves root him to the spot. "I'll um… check myself over here first…"

She giggled a little. "Come on. You can stand up to a Paraserpent but you're terrified of my parents?"

"Who's to say I wasn't terrified of the Paraserpent?" he returned. "I hope your parents have less fangs and scales at least."

"You wait here, I'll get the lay of the land first," she whispered.

"Right you are," he affirmed, glad to have a little longer to prepare himself.

While he checked his reflection one last time in the mirror, he could hear Twilight in the next room with her mother and father, who sounded very glad to see her.

"Mom! Dad! It's so good to see you guys!" He heard her embrace them. "Happy Hearth's Warming!"

"Happy Hearth's Warming indeed, honey," came the voice of her dad. "At least it should be now you're here and when your brother gets back."

"He's not here?"

"Not yet, he's just making some last minute personal arrangements," he said with a knowing chuckle. "But don't worry, he said he shouldn't be too long. Didn't want to miss spending the holiday with his LSBFF."

"Neither would I," she giggled. "It feels like so long since I've seen him and you. I'm sorry about that."

"It's fine, dear," assured her mother. "It's good that you're spending time with all of your friends. We're happy that you've found such a good group of ponies. Just so long as you're keeping a good balance between your friends and your studies."

She laughed again. "Believe me, mom, I do."

"That's your mother for you, I always said you got your brains from her. And from me too, but I think you already knew that, as well as my looks."

"Good thing that she got my sense of modesty too," noted her mother.

"As I recall, that was part of what got me married to you. There's no shame in what your good at, that's what I always say. Or was it something else…?" Her father lapsed into a silence. "Can you have more than one thing to say?"

Her mother sounded exasperated, but he could hear the smile in her voice. "A good thing she didn't get your memory either."

"I have a good memory," he insisted. "It works… when I need it to."

Dusk found himself smiling just from hearing them. They sounded like good ponies at any rate. Not that he expected anything otherwise, but still… maybe there was some hope.

"Speaking of your friends, we got your last letter." Her mother's voice sounded a little more tentative now. "Where is he then?"

"He's just out in the hall, he's a little nervous," she told her in a conspiratorial whisper.

"Well, tell him to come out here then!" her father said loudly. "Hallway's no place for a house guest."

Dusk took in one last calming breath, took off his hat to appear more polite, hoped his mane looked neat enough for Twilight's mother and stepped into the living room.

It was just as welcoming as the hallway he'd left, though that may have been helped somewhat by the two ponies that waited for him along with Twilight. The stallion had his fur deep blue, his mane and tail an even deeper blend of this colour. A pleasant, welcoming smile was on his face and Dusk already felt a little more relaxed. The mare had a coat of white, her neatly arranged mane being pink with a white streak running through it. Apparently something else Twilight had inherited from her mother.

His marefriend went to join him at his side, standing close and keeping her expression gentle and friendly.

"Mom, dad, I'd like you to meet my coltfriend. This is Dusk Noir," she introduced. "Dusk, as you've no doubt guessed, these are my parents."

Her mother stepped forward first, looking quite impressed, though she looked him over with a critical eye. "Well, I can certainly see why you picked this young colt, dear. You're clearly a pony that takes pride in looking presentable, to say the least."

"I um… I try my best, miss." Remembering his manners, he bowed his head and offered his hoof. "It's um… a pleasure to meet you."

"And polite too," she said, shaking his hoof in return. "Believe me, it's a pleasure to meet you Dusk. I'm Twilight Velvet."

"Thank you, Mrs Velvet." Dusk raised his eyebrow a little. "So… she got your brains, memory and name?" he asked, with a small chuckle.

To his relief, she laughed too if a little reluctantly, as did her father in a more jovial fashion, who now stepped forward.

"Yes, I'm sure she got something from me too," he chuckled. "I'm not exactly sure what, I'll get back to you on that. Maybe part of my name, I suppose, which is Night Light, in case you were wondering."

"Good to meet you, Mr Light." As he shook his hoof, Dusk tried his best to see how he was judging him. If there was some mistrust or doubt, he was keeping it hidden under his charming smile.

Maybe this really wouldn't be as bad as he thought…

"Mister?" He gave a surprised laugh. "Nopony calls me 'mister' except our mailmare. Or some of my students, though they call me 'professor' more. I suppose I can be both. Which sounds better? Mister or professor? I think one might be too formal but…"

"Dear, you're rambling," Velvet pointed out patiently.

"Am I? Sorry, comes with the job, I guess," he shrugged. "That's how you be a good lecturer, Dusk. Just ramble enough about the stars and planets until the bell rings, just enough to make it look like you know what you're talking about."

"You ramble even when you don't know what you're talking about," she said.

"Yes, but when I ramble about what I do know, it's actually informative. How do you think they pass their exams?"

"Plenty of studying, reading and hard work?" asked Twilight, though she looked like she already knew the answer.

He sighed in mock disappointment. "You really take too much from your mother, sweetie. You read because you want to, not because you have to. That just sucks all fun out of it."

"Even if we do have to read as part of our occupations."

"Yes, but I like reading as part of my job," he pointed out. "So does our little girl and, if I remember rightly which is rare for me, so does your colt here, am I right?"

"It is, sir," he replied. "I do like to read a good book."

"See, he agrees with me," he noted. "You've got good taste in stallions, sweetie."

"That is an admirable quality. Although… is that a trilby?" He detected a hint of disapproval when she looked at his favoured headwear.

"Is um… there a problem?"

"No, no… it's just…" She appeared to be in two minds about the hat. "Do you wear that? Forgive me for saying so, but it seems rather… tacky."

"Oh… um…" He wasn't sure what to say in response to that.

"I rather like it," saved Twilight, placing it on his head for him. "I think it suits him. We all do."

"Hmm…" She looked at him a little while longer. "I suppose… I can see that, perhaps…"

"Don't worry," her father said, with an encouraging look at Dusk, "she doesn't care much for what she calls 'pointless accessories.' She called me out because I had flat cap on once."

"Because you looked ridiculous in it," she replied.

"So? The elite all wear top hats and monocles and such."

"Yes, but do they need to? Just seems a little pointless, as I say. They already have wealth, they don't need to show it off so much."

"Some ponies are just like that. Now, what are we all doing standing around for?" he asked brightly. "Sit down, that's what the chairs are for."

"That sounds like a good idea," agreed Twilight, sitting down next to Dusk. "I think we could do with some tea as well."

"I was just going to make some," Velvet said. "What will you have, Dusk?"

"Two sugars and a little milk, thank you." She nodded, lingered on his hat again and headed off.

"My other half. She keeps me in order, stops me from forgetting the important things, but she can overdo it a little and I swear she's recruited you against me," he added to Twilight.

"Like you said, somepony needs to keep you in order," she countered.

"But I already have my wife doing that, I don't need my daughter telling me as well!" he said, smiling a little. "You just wait, Dusk, she'll be having you breathing at regular intervals soon enough."

"Well… nothing wrong with a little organisation," he shrugged.

"Oh no, not you too. And I here I thought you were of a decent sort." He leaned forward a little and changed the subject. "So, how long have you two known each other? Yes, I'm talking to you, Dusk."

He got over his slight surprise at being spoken directly to. "We've been friends for about a year, but only started… well, dating three months ago," informed Dusk.

Night whistled impressively. "Only three months? That's quite an impressive amount of time, if I'm honest."

"We just get along well," said Twilight. "We have a lot in common, we talk to each other easily, we even work together. It only seemed to make sense to… take the next step."

"It's quite an impressive amount of time, quite a commitment really."

"I uh… I don't know if it's that far yet, but… so far, I think we're doing just fine. Right, dear?" she asked.

"I'd so say so, if you do."

"I do say so."

"Then, so do I."

He chuckled and smiled. "I can certainly see why. First, you become a student to a princess, then you make new friends and now you're dating…" He shook his head, almost forlornly. "You're growing up so fast sweetie."

"It's all part of the natural process."

"I can see that brain of yours is still growing too," he said. "I bet you think quite a bit of this fellow then. We used to have a hard enough time getting you to talk to fillies your age, let alone colts."

"I just decided to keep an open mind, something that you taught me… and him," she added, smiling warmly at Dusk and moving in closer.

"Good to see you took our advice to heart then." His eyes turned to Dusk. "It seems my little girl thinks highly of you, Mr Noir."

"I'm rather… surprised at it myself," admitted Dusk.

"You look it," he agreed. "Still, you have my daughter's trust, as well as her respect, two things that aren't easy to earn. I hope you realise that?"

He didn't know why, but Dusk felt a little uneasy with the intensity Night Light was looking at him with, quite unlike anything he'd shown up to this point. Twilight seemed to sense this and stepped in.

"Dad, he's not going to squander my trust," assured Twilight.

"I know and I don't doubt that, sweetie. I just want to hear him say it."

His light tone had dropped somewhat, becoming a little more serious. That was when Dusk realised that, in his own way, he was trying to see how committed Dusk was to Twilight. His daughter. Up until now, Night had been the stallion who had looked after her and now he was seeing if he could trust him with that same responsibility.

At first, Dusk was worried that he wouldn't think that he was up to the task or that he would somehow look inside him and see the monster that threatened both him and his daughter. But he was also determined enough to show that he could control that monster, that he wouldn't let him hurt Twilight again and that he would try to protect her always. No matter what.

"I realise that, sir," he answered firmly. "There's nothing that I value more than the mare sitting beside me. I would do anything if it meant making sure that her trust in me isn't misplaced, no matter how much I might doubt myself."

Night Light's expression didn't change, but something in his eyes did. "You mean that?"

"Every word."

He stared at him for a long while before smiling again. "That's all I needed to hear. You're all right by me, Dusk."

"I'm… relieved to hear that, sir," he said sincerely.

"Good and stop calling me sir, I'm not a teacher right now," he insisted. "Call me Night, at least when my wife isn't around."

"I'll… bear that in mind… Night." Dusk now felt a sense of achievement from this small victory.

"There we go. Now, Twilight, how's Spike been? Where is that scaly little rascal anyway?" he asked.

"He's been fine and he's currently at party with Rarity, couldn't make it I'm afraid."

"Too bad, I miss the little guy. Ooh, but he's a cheeky one, isn't he?" he chuckled. "I always like having him around."

"He can be quite helpful in the kitchen, even if he does occasionally sort a spoon with a fork," added Velvet, who came back in the room with their teas. "That's if you can tolerate his occasional… remarks."

"All part of the Spike package," Twilight said, with a small laugh.

"I suppose you're right," she agreed. "So, Dusk, Twilight tells us that you are also a student to a princess. Celestia's sister, if I'm not mistaken."

"That's right, miss." He sipped his tea a little, keeping eye contact with her. "Luna has been a great help to me on developing my own magic."

"You call her by her name? Well, alright," she said unsurely. "I trust that means that you keep yourself busy with the study and work she gives you?"

This conversation with her mother kept up for a while, a wide array of questions ranging from how much he studied, to his personal interests and social life and his attitude towards the rest of Twilight's friends, the latter she questioned with at length. Dusk couldn't really blame her, as they were all mares, but he still answered them as honestly as he could. Occasionally, she would appear to disapprove of an answer or think little of it, but it varied a bit.

Twilight and her father were a great help to him in order to keep his head. Now that he'd got her dad on his side, in a manner of speaking, he did his best to make sure that his wife had a good opinion of him too. He still defended him regarding his hat, said that there was nothing wrong reading a little fantasy fiction when she called that out and pulled him out of the fire when she asked him about his parents. He only gave a few basic details, but kept the rest to himself, something that Night was quick to recognise and change the subject from.

For the most part though, Dusk felt he was doing well with them. It probably helped that he was of the same sort of status, background and mind as their daughter, but he felt certain that wouldn't have really mattered even if he wasn't an Element of Harmony or student to Luna. What mattered was that, just like his friends had said, they seemed to like him for who he was. Night may have his doubts and Velvet might have kept passing glances at his hat, but they at least approved of him which, in the end, was all he really asked for. Twilight recognised this too and made sure to let him know that.

Just when he was starting to wonder where her mysterious brother might be, for he was anxious to make a good impression on him too, the door opened announcing his arrival, as did a cheerful voice a few seconds later.

"Sorry, everypony! Traffic was murder," he said lightly. "But don't worry, we're here now!"

He couldn't really get a good view of him while he was surrounded by his family, so he stood back and waited to be introduced.

"BBBFF! It's so good to see you, I've missed you so much!" an ecstatic Twilight greeted, hugging him tightly.

"Good to see you too, kiddo," he said, ruffling her mane. "Still got a grip like a basilisk."

"Shining, please don't mess up your sister's mane," whispered Velvet. "I'm sure she works hard to keep it neat…"

Shining caught her meaning. "Hey, don't blame me, it's the helmet that messes it up. Good to see you two, mom."

"She's missed you, son, don't worry," his father said lightly, hugging him. "Ooh, I swear those muscles get bigger every time I see you."

"Either that or you're shrinking," he joked.

Night laughed good naturedly. "See, this is the one that took from me most!"

"Well, like father like son. So, where's this new stallion in your life, huh?" he asked, a slight edge to his voice he noted.

"Right here." Twilight beckoned him forward. "Shining, this is my coltfriend, Dusk Noir. Dusk, I'd like you to meet my brother, Shining Armour."

"Nice to me… hey, it's you!" he said, when he came into view.

"Who? Oh…" Realisation hit Dusk like a hammer the instant he saw him. "It's you!"

Twilight was astounded. "Wait, have you two met before?"

"Yeah, at last year's Gala. He was asking after Princess Luna and I pointed him the right way."

"And you never said?"

"Well, you never said." He laughed, holding out a hoof. "Good to see you weren't an assassin then."

"I'm glad you were able to point me the right way. Nice to meet you properly, Shining." He had a tight grip, the kind of stallion who liked to establish who the dominant one was.

"All calmed down in here, are we?" came a female voice.

Dusk turned and couldn't help but bow as an alicorn mare walked in. Her fur was bright pink, her mane and tail long and flowing, streaks of purple, violet and cream running through it. A small golden crown, shoes and necklace glinted in the sunlight, radiating an aura of kindness and love, as did the smile she bestowed on them. She wasn't as well known as her aunts, but enough was written about her that Dusk knew who she was.

"Oh my gosh… Cadence!" Twilight ran forward to meet her, as did the alicorn. Then the two of them proceeded to perform an odd display and chant.

"_Sunshine, sunshine_

_Ladybugs awake,_

_Clap your hooves_

_And do a little shake!"_

"It is you!" Twilight hugged her now, laughing with joy. "Oh my gosh, it's been so long!"

"I know! Look at you, you've grown so much!" She giggled and beamed. "Still don't need me to keep an eye on you, do you?"

"These days, not really, but if you ever want to look after Spike for a bit, I'll let you know," she said lightly.

"I'll bear that in mind." Her eyes turned to Dusk, who was still low on the floor. "So, this is the stallion I've heard so much about. You can get up now, by the way or you won't do your back any favours."

"Um… right…" Dusk rose, noting how quite unlike a princess she was. Luna and Celestia could be kind and gentle, but she was something altogether different. "It's… an honour to meet you, Princess Mi Amore Cadenza."

"Just Cadence will be fine," she assured. "At least we don't have the awkwardness of an introduction, Dusk Noir."

"You um... you know about me?"

"Well, considering that one of my aunts is also your teacher, that you're dating the student of my other aunt and that you're the once unknown Seventh Element, it would be rather strange if I didn't know you, wouldn't you think?" She laughed at his expression. "Relax, I'm just kidding. Not what you expected, am I right?"

"Um… not really," he muttered. "I hope you don't mind my saying but you… you seem rather…"

"Informal?" she finished. "I know, I don't exactly act like our mighty rulers I've been told, but is that such a bad thing?"

"No… no I suppose not…" he admitted, relaxing a little now. "So… you know Twilight then?"

"She used to be my foalsitter," explained Twilight. "Whenever my parents were at work and if Princess Celestia was busy, she'd assign her to look after me. An arrangement I was always happy about."

"So was I. I'm glad you still remember me, after all this time."

"Of course, I could never forget you!" she insisted. "But how come you're here?"

"Can't you guess?" her brother asked, standing next to her and placing his right leg around her.

Dusk figured it out in seconds, as did Twilight, who positively beamed and started her giggling anew.

"Oh my… my foalsitter and my brother… dating?!" She practically fell about laughing. "You're dating Cadence, you're dating Cadence!"

"Yeah, you got us," he chuckled. "We've been going steady for a good few months, but you've always been so busy in Ponyville I haven't had the chance to tell you. Thought this would be a nice surprise for you on Hearth's Warming."

"I'd say you definitely surprised her," supplied Dusk, as his marefriend was too busy giggling. "I know we've only just met but I'm happy for you both."

"Thank you, Dusk, that's very sweet of you to say so," said Cadence kindly.

"Yeah, thanks. You're gonna have to tell me about how things have been going between you and my little sis. You'd better have been good to her, or you'll be sorry," he added.

"Believe me I… I've tried my best," he stammered.

He chuckled and waved his hoof dismissively. "Relax, I'm just messing with you. Come on, let's have a sit down and you can tell me about it."

"We'll be there in a moment." He waited until the rest of her family were talking before moving to check on her. "Have you finished?"

"Yeah, hold on… there, I'm finished." She looked up still grinning. "I just… I can't believe this. Cadence and my brother, I mean… how great is that?"

"Rather great, from your reaction. I'm sorry to ask about this, but… that little routine before?" he murmured discreetly. "What exactly was that about?"

"It was just something we used to do when I was a filly." She blushed a little under his smile. "Come on, I was six years old!"

"I know, but still… it was rather… adorable," he said. "Especially the um… the little shake at the end."

"Dusk!" She playfully hit his leg, blushing and giggling madly. "Come on, let's go before they start wondering what we're talking about."

The rest of Dusk's time there passed pleasantly enough. The arrival of Cadence and Shining had given Twilight's mother something different to focus on, though she always made sure to bring attention to him again whenever she felt she needed to. However, the looks that Twilight gave him and the lighter tone that came across in her voice led Dusk to believe that he had managed to get on her good side. He still made sure to keep polite and respectful, but he felt that he could relax a little more now that the worst was over.

Cadence was very pleasant company and he could see why Twilight liked her so much. He didn't know much about her, other than apparently she used to be a Pegasus before becoming an alicorn, but he needn't have read about her anyway, for she was only happy to talk about herself, telling stories about her duties as a princess, the things she used to do with Twilight when she was younger, though this was more for Dusk's benefit and she seemed to enjoy embarrassing her a little.

She also clearly approved of Dusk and Twilight's relationship. When she asked questions about how they got together, what drew them to each other and the things they shared in and did, she asked out of genuine interest. Her eyes seemed to shine when Dusk told her how he called her 'Miss Sparkle' as an affectionate term or when Twilight told her about quiet sessions they'd just spend reading together. She appeared to take a kind of joy in it and Dusk was in no mind to dispute that.

The one thing he couldn't quite figure out was Shining. While he was pleasant most of the time, telling jokes and a few stories of his own, mostly in his exploits as captain of the guard, there were times Dusk felt a little… uneasy. Out of the corner of his eye, Dusk would catch him looking in a distrustful sort of way at him. Like Dusk was a cobra and he was judging at what time he might strike. He hid it well when Dusk turned to look at him fully, but he definitely saw it.

He considered asking him, but he might just be seeing things and end up insulting him by mistake. If Shining did have some kind of problem with him, he wasn't going to bring it up in conversation, at least not in front of his parents or sister, if indeed there was something. What he needed was an opportunity to speak to him privately and find out why.

As luck would have it, that opportunity came.

"Well, we should start getting the dinner ready," suggested Velvet. "I'm sure we're all getting hungry."

"You know, I'd completely forgotten about that," chuckled Night, following his wife into the kitchen. "I'll give you a hoof, dear. I might as well make myself useful."

"Did you make sure you bought the right amount of potatoes this time?" she asked him pointedly.

"Yes… possibly… I might have done… you know, let's just check, in case I didn't."

Velvet sighed and murmured something they couldn't hear, leaving the four of them alone in the living room.

"Looks like we have some time before we eat," noted Cadence. "Hey, I have an idea. You wanna go to our old play spot Twilight?"

"You mean that little spot in the park? I haven't been there in ages!" she said excitedly.

"I thought you might like the idea of that. Might give us a chance to get away from the boys," she added with a whisper. "Unless you have something to say, my Shining?"

"No, you two go ahead," he encouraged. "Dusk and I can have a little guy time, get to know each other a little better."

"That sounds good to me," he agreed.

They told Twilight's parents where they were going and headed back out into the street. While Cadence talked to Shining, Twilight and Dusk confided together before they left.

"You sure you don't mind?" asked Twilight.

"Not at all. Besides," he said, leaning in to whisper, "I think this'll give me a chance to try and get on your brother's good side."

"That's not such a bad idea, although I hoped you would have already." She placed a hoof on his shoulder. "Remember, just do like you did with my parents and be yourself. He might be a little tough at first, but he'll warm to you. I'm sure of it."

"I hope so…" He gave an unsure glance back at the stallion, hoping his suspicions were unfounded.

"You'll be fine." She gave him a look telling him not worry and a kiss on the cheek before they left. "Have fun, no fighting you two!"

"You know that's the last thing on my mind!" he called back, walking off with Shining back into the house. Time to try and clear another obstacle… if there was one.

* * *

_"Don't be too harsh on him, I'm sure he's under enough pressure as it is."_

That was what Cadence said to him before she left with Twilight, having guessed his intentions.

She was always good at doing that. In a sense, her worries were rather unfounded. From what he'd seen from Dusk so far, he seemed like a decent enough stallion. He was polite, good natured and it looked like he had real respect and care for his little sister. Despite this, he still felt some kind of negativity towards him, like he might not be everything he seemed. He knew he probably shouldn't, but he just couldn't help it.

In the end, there was only one thing he was really concerned about and now was his chance to find out.

"So, is there anything you'd like to do now?" asked Dusk.

It made it a little easier that he acted pleasant to be nice to him. It was obviously one of the reasons Twilight liked him and he wasn't going to call him out on faking it in front of him.

"Well, how are you at chess? We've got a board and pieces in the study, if you think you're good enough," he proposed.

"I'm fairly competent at it, but it's been a while since I've played a game," he admitted, following him into the study.

Shining chuckled while he set up the pieces. "Oh, don't think you can fool me with that old trick."

"Trick? What trick?"

"You say that you're no good, so I'll be overconfident, thinking that I'll beat you easily and then you pull the rug out from under my hooves."

"Oh… well, I'm not tricking you, I'm just being honest," he insisted.

"Relax, I was only kidding." There really didn't seem to be much of a violent bone his body. Whether or not that was a good thing or not, he was going to find out.

They played in silence for the first few minutes. Shining could clearly see that he was no novice when it came to this game. He thought carefully about every move before he made it, mentally analysing any possible way that Shining might get the better of him and avoiding or countering it in some way. The captain could still hold his own, but the little guy was good, he'd give him that much.

Just how good though was what was on his mind.

"I gotta say, I'm impressed, Dusk," he remarked. "Only Twilight was ever this good against me, when we played as kids."

"I would imagine so, though I think it might be going too far, comparing me to her… I'm not that good." He advanced his rook to capture one of Shining's knight's, leaving the king open for check on the next move.

"You don't take compliments well, do you?" he asked.

He smiled faintly. "You sound like your sister."

"She has a point then, surely you've noticed that."

"It's just how I am," he shrugged. "I've been told I'm getting better at it, but I still have some… improvements."

"I'll be sure to put her on that then," he remarked, moving the king out of danger.

"I thought you might." He looked up from the board. "You two seem rather close, if you don't mind my saying."

"No, it's fine," he said, waving a hoof dismissively. "We were always close, ever since we were younger. She didn't socialise much and I was the closest thing to a best friend she had, apart from Cadence. I always looked after her, played with her, protected her if she was bullied…"

He smiled approvingly. "Sounds like a lot of responsibility."

"All part of being a big brother and a friend," he said.

Dusk nodded in agreement. "I know how that feels…"

Might as well bring this up now. "But do you though?"

"I… I'm afraid I don't quite understand," he replied, caught off-guard by the question.

"Do you understand the responsibility that comes with the relationship you're in with Twilight?" he asked directly.

"Well… admittedly, neither of us have been in this kind of relationship before, but we're still learning, really…" he explained, though not with as much surety as before.

That just made him more worried. "So, you're saying that you don't understand?"

"I… I feel I might… understand better if… if you'd explain exactly what you mean, if you would," he offered.

Shining thought for a moment before answering. "What's the most important piece in a game of chess, Dusk?"

"Um… the king."

"Why though? Why's he so important?" he went on. "The pawns, the rooks, the knights, they all play a role in the game, but why is the king placed so high above the others?"

"Because… because the whole game revolves around protecting him."

"Right, because if the king ends up in checkmate, the whole game is finished." He gestured at the board. "It won't matter how many pieces you've captured or how many of your own are left in play. If you leave your king with nowhere to go, surrounded by danger, it's all over."

"I see… are you saying then… Twilight is your king, in a sense?"

"In my eyes, that's exactly how I see it," confirmed Shining. "I've always been the pieces that protect her, that keep her out of danger and I've always been sure that I can, but now…" He moved his other knight closer to Dusk's end. "Now, I'm just not so sure."

"Shining… are you saying that… I'm not capable of protecting Twilight?" he asked a little timidly.

"I'll say that, looking at you right now, I'm not sure what to think," he confessed, no longer smiling.

Dusk looked more unsure than ever now. "But… but what danger could she be in?"

"I may not have seen her much over the past few months, but I know what kind of things happen around her and her friends, some of it dangerous," he added. "You're in the mix as well now, so I'm sure you can tell me the same."

"Um… I will admit that there are some… less desirable situations we find ourselves in, but… I assure you, there's no need to worry," he attempted to placate.

Shining was having none of it. "Why do you say that? Is there something that you're trying to hide from me about all of this?"

"No, no! Not at all," he said quickly. "I'm simply saying that… you needn't concern yourself so much, about Twilight, I mean. She's safe with us."

"How can you be so sure?" he demanded. "She's put her life on the line twice, has been attacked by hyrda, cockatrices, giant snakes and who knows what else, most of the time probably only barely making it out! How can you honestly tell me that she's safe?"

"Shining, please, most of the situations we're sometimes in are dangerous, yes, but she can look after herself. I've seen it, she's very adept with her magic."

"Now you're dodging responsibility?" he asked incredulously. "Are you just trying to make excuses because you don't wanna get your hooves dirty?"

"Nothing of the sort!" he cried. "Please, I do care about her, I wouldn't want to see her hurt for any reason!"

"So you would be willing to fight to protect her then?"

"Preferably not, I don't really approve of violence but-"

"Don't approve of violence?" He snorted a little. "I should have thought as much when I saw you. I think a punch thrown by you wouldn't even dent a pillow."

"What… what has warranted this?" he asked, looking a little offended. "What makes you say something like that about me?"

"I think you pretty much just answered your own question before," he growled. "This is what I was worried about when I found out about you and it looks like I was right!"

"And I was concerned that you felt something negative about me, but I… I didn't expect this!" Dusk was shaking his head now, but looked more pleading than angry. "Shining, please believe me when I say that I would never let anything happen to your sister."

"Oh yeah?" He slammed his knight forward, shaking the board and putting his king in checkmate. "I very much doubt that."

Silence fell between them, staring at each other across the board, Shining almost daring at him to try something. Dusk broke his gaze, looked down at the chessboard and shook a little. He sighed, hung his head and stood up. Shining stood ready, but all he did was walk over to the exit.

"I see…" he murmured quietly. "Thank you, Shining… you've given me a lot to think about." Without another word, he left the room and a few seconds later, the house.

Shining only realised that he was still standing with his muscles tensed when they started to ache. From there, he didn't know how long he'd been standing there, but he relaxed and sank back onto the floor. He expected some feeling of satisfaction from that, from how he had now established his place to Dusk and what he wanted from him. He thought he could finally stop worrying about the problem that had been nagging at his mind, ever since he was actually told about him.

But it didn't come. He didn't feel happy with what he had accomplished. On the contrary, he felt a little guilty from his actions. But why should he feel guilty? Dusk was the one treating Twilight's life with so little regard or thought. He'd pretty much just said so himself. He was the one who had just barged into his life, taking the only thing that mattered to him so much without his authority. Dusk should be the one feeling guilty, not him.

So why couldn't he shake that feeling? Why was it no matter how much he tried justify what he had just done or to paint Dusk as the bad guy, no matter how much he wanted to, a small part of him knew that he just couldn't see it. It didn't fit.

When he heard the front door open again, he at first thought it was Dusk and felt an urge to go out and apologise, until the voices told him that it was Twilight and Cadence having returned.

"We're back, BBBFF!" greeted Twilight. "You miss me?"

"I always do, Twily," he replied, though not with as much enthusiasm as he normally would. "You two have fun?"

"We certainly did," agreed Cadence. "It was rather fun, remembering all the good times we had in that place. Makes me realised how much I've missed favourite filly."

"I missed you too. How'd you and Dusk get along?" She motioned to the board. "I thought I said no fighting before I left."

"Don't worry, it was pretty even sided. He's a good player…" Shining felt a twinge of guilt again.

"Just one of his many qualities. Where is he, anyway?" she asked, looking around for any sign of him.

Another twinge in his chest, though he was a little angry at why. "He um… he left for a bit."

"Left to go where?" Cadence looked at him for a while and the more she did, the more her smile faded, a glare moving in its place. "Oh no… tell me you didn't."

"I don't know what you're talking about…"

"You know full well what I'm talking about," snapped Cadence. "What did you say to him?"

"Only what I thought I had to," he said firmly.

"I knew it…" She slapped her hoof to her forehead and sighed exasperatedly. "What was the one thing I told you before I left, the one thing?"

"I had to find out somehow!" he insisted. "I had to know!"

"You should have already known! We both know that your concerns aren't the real problem here!"

"What problem?" asked Twilight, looking from one to the other. "What's happened? What's going on?"

"Nothing, Twilight, it doesn't concern you," he tried to say, but Cadence cut him off.

"I think it concerns her greatly, considering it was her coltfriend!" She whipped around to the front door again. "I'm going to try and find him."

"I'll go with you."

"No, Twi, you stay here. I think your dear brother owes you an explanation." He earned one last death glare from Cadence before she left. "When I get back, I think we're all going to have something to talk about."

Now it was just him and his little sister. "What is she talking about? What did you do?"

"Just what I thought I had to," he answered, his guilt and anger growing.

"What does that even mean?" she pressed on. "What are you trying to hide from me? Tell me you two didn't fight."

"No, although that was part of what we were… discussing."

"But what were you discussing?"

"Twily, really, it's nothing to-"

"Don't you 'Twily' me!" she snapped. "Tell me what happened here and don't try and avoid the question. I'll find the answer, one way or another."

He couldn't help but smile fondly. "You always do, don't you?"

"I do." Her expression softened a little. "Just tell me. You're my big brother, we shouldn't keep secrets from each other."

You mean like you did, like Celestia did, he wanted to say. But Twilight wasn't going to drop this, so he told her in the best way he could about the 'discussion' he and Dusk had, concerning her safety and whether or not he could maintain it. He hoped that she would understand his reasoning behind it for needing to know.

Twilight, far from understanding, just became even more frustrated. "I always wondered if it was just Dusk, or if all stallions are this stupid at times?"

He was taken aback at this. "What does that mean?"

"It means what right did you have to ask that of him?" she asked angrily. "What right did you have to demand that of him?"

"I'm your brother, I had every right." He tried to calm her down. "Twilight, I just wanted to know if he'd be able to keep you safe."

"I can keep myself safe!" she shouted. "I've been trained by Princess Celestia herself, in case you've forgotten and my magic has been more than enough to get me out of any danger. It's not all just growing moustaches, you know! And Dusk keeps telling me I need to have faith."

"And what if it isn't enough? What if you encounter something your magic can't handle?" he challenged.

"That's highly unlikely and even if I did, my friends will always be there to help me. That's what they do and so does he! Dusk is being trained by Princess Luna, he knows what he's doing and he can protect himself and me if he needs to."

He waved his hoof dismissively. "I haven't seen any evidence of that."

"He beat one of your guards and he's faced up to so much more, coming out every time despite his doubts and fear," she insisted. "He's scared and doesn't want to do it, but he will fight if he needs to."

His anger spiked at the constant mention of him. "This isn't about him! This is about you and the danger you seem to regularly encounter, which he may or not be leading you into!"

"Are you listening to yourself? Do you think he's a bad influence, that he's getting me into this trouble?"

"As far as I know, yes!"

"Then you really don't know him." She stepped closer, looking him right in the eye. "You know what happened, in the month we first met?"

"What?"

"We were tricked into investigating the Everfree Forest, myself and my friends, by one of Discord's minions. We were all trapped and it looked pretty hopeless. It fed off me first, so it could use my magic for its own ends and it almost succeeded."

"See? That's exactly what I'm-!"

"And he saved me. He was scared, he barely knew what he was doing, but Dusk ventured into the forest, by himself and he rescued all of us from it. If it weren't for him… I don't even want to think about what might have happened…" She traced her hoof around the necklace she wore, a thoughtful look on her face. "He was there for us then, he has been since and he always will be."

Shining tried to think of a response, anything that might prove his own point. But he couldn't. He had no reason it disbelieve his little sister, other than his own objections. Like it nor not, it was obvious how much Dusk meant to her… that thought made him feel worse still.

"I… see where you're coming from, Twily," he finally said. "I can see how important he is to you, but… that's not the only reason."

"Then what is it?" She gazed intently at him. "Why are you really angry?"

"Because she knew. Celestia knew, about him and she didn't tell me, said that it wasn't her place to tell me about your personal life." He sighed and looked back at her. "When I heard that he was in your life now, that he would be the one looking after you now I just… I felt…"

"You thought I'd replaced you?" Twilight placed a hoof on his shoulder, smiling comfortingly. "Shining, nopony could ever hope to replace you. You're my big brother and you always will be, but Dusk is different. He doesn't look after me, we look after each other."

"But… that should be my job…"

"It still is and you still do, but things have changed now, whether we want them to or not," she stated, though not without emotion, but with all the caring and love she could. "I'm not a little filly anymore, even dad can see that. You have to realise that too and the fact that Dusk is part of my life now, just as much as you are. You're both important to me, but in your own ways. Your way is that you need to recognise what he is to me and accept it. Don't… make me choose between the two of you."

Once again, Shining was struck dumb. She was right, like she usually was. Deep down, he'd known this from the beginning, but he'd hidden it, trying to paint Dusk as the bad guy when he was just making himself look worse, by trying to find monsters where none existed.

He knew he'd still need some time to get used to it, but he wasn't going to be the one to make Twilight's life difficult because he felt jealous. That wasn't his job, in any sense.

"You won't have to choose." The two siblings hugged each other. "I'm sorry for the way I acted, kiddo."

"It's okay, but I don't think I'm the only one who's owed an apology," she reminded him.

"Yeah, you're right. I guess you're right, I am a bit of an idiot," he shrugged.

"All you stallions are, but that's just part of your charm."

Shining chuckled, glad that this issue might finally be behind them. "You could have just told me about him in the first place."

"I could say the same for you and Cadence!"

"That was meant to be a surprise though, a nice one. What's your excuse for Dusk?"

"Because I knew this is how you'd react, you moron." She rapped his head. "I didn't want you coming down to Ponyville and knocking his head off."

"Don't tempt me." He moved to leave. "Come on, let's go see if Cadence has…"

He stopped when he heard a loud noise outside, signs of commotion in the street.

"What is going on out there…?"

Suddenly, Cadence burst back through the door, looking frantic. "Shining! You need to come quick, something's happened. Dusk is being attacked!"

* * *

Dusk had been thinking for a long while after he'd left Shining in the study, wandering through the streets of Canterlot, his words still echoing in his mind and making him feel so much worse.

This is exactly the kind of thing that he'd been worried about when it came to meeting Twilight's family, but even he'd never expected anything as bad as what had happened. Not only did Shining Armour, captain of the royal guard and Twilight's brother, think that he wasn't good enough for her, but he was now worried about how that might influence Twilight. Considering how close they were, she might agree with him and decide that maybe they should end it…

In a way, it was true. He'd never liked fighting, neither the action nor the idea behind it. Having to resort to methods of inflicting pain and injury to resolve a problem, a problem that could have just as been easily solved by just talking about it, just seemed so… pointless. In the end, what would be achieved, other than even more feelings of anger and resentment from those involved? Perhaps even worse, if things got out of hoof.

But Twilight's brother was part of the royal guard. A unit that existed for the times that even he recognised, when talking about a problem wasn't enough. If the other meant to harm or even kill somepony as important as Princess Celestia or Luna or even just an ordinary bystander, then fighting would become the only option, because something better would come of it: the protection of their rulers and also the citizens they ruled. A noble cause, by any standard.

Even Dusk had to admit that, even in cases when it was necessary, he was reluctant to fight. Even if he knew his enemy would cause him or his friends pain, he too would cause them pain in efforts to defend himself. He could still remember the screeches of Paraserpents in pain, the wails of diamond dogs, the roar of that buffalo, because he had been the one to cause them pain and he hated it so much.

He was scared to cause them pain. In Shining's eyes, that made him a coward, one that wouldn't be capable of defending his sister, if the need arose… and he was right.

But then again… Twilight could protect herself. Like he'd said, he had seen it. Her magical prowess was incredible to behold and when she used it if she was in danger, she was a force to be reckoned with. With her training, he was sure that Shining must have seen that too and had enough confidence that his sister, even if she was in dangerous situations with her friends, would be able to look after herself. If that had never bothered him in the past, why did it bother him now, with Dusk on the scene?

That was when he realised it, when he'd glimpsed some of the others outside a café. He hadn't gone over to see them, for he had seen Fluttershy and Ray moving closer to each other, without either of them realising it. When they'd finally noticed and jumped apart, the way Ray looked at her again made him want to stride over and shove him away, hence why he'd kept himself hidden.

He understood in that moment. The way that Shining was feeling towards him and Twilight was exactly how he felt towards Ray and Fluttershy. Even if he knew that he might be virtuous enough for his sister, he still had that worry, that feeling that he needed to protect her, because that was what he always had done. As her big brother, as he'd said, that was his job. Just like how Dusk realised he now felt with Fluttershy. He wanted to protect the closest thing he'd had to a sister, even if she might not need it…

He'd started to make his way back to the house at that point. Now that he understood better, perhaps he could try to put Ray at ease. He'd just arrived on the street and glimpsed Princess Cadence at the other end of the street, her face brightening when she saw him. He returned her smile and made his way over to meet her, wondering if she was out looking for him-

WHACK!

Something slammed into the side of his head, with enough force to send him flying towards a wall. The attack caught him off-guard, but he just managed to create a shield to break his fall, though his head was now ringing from the previous impact. He picked himself up, worried noises from onlookers reaching his ears.

"What was…?" He'd looked up, his vision clearing, to see a gunmetal grey figure, clad in golden armour. "No… you?"

"What's the matter, shrimp?" shouted the guard. "Having trouble placing my face?"

He had no trouble placing his face, or his voice. "Hard Edge?"

"So you do remember me, do you runt?" He raised his hoof again. "Well, this'll make sure you never forget!"

His charge fell up short when Dusk recovered enough of his wits to get out of the way, shock-absorbing to a safe distance.

"What are you doing?" he asked, trying to keep the distance between them. "Why are you attacking me?"

"Don't tell me you've forgotten that too!" He snorted loudly, his face livid. "You Canterlot scum, you're all the same."

"Hard Edge, if this is about when I fought you, that was just training," he placated. "I didn't mean anything against you, I was just-"

"That's what you would say! But it won't fly with me, I know how you all think!" he shouted. "You make it look like you're sorry, but then you're laughing about it with your friends about how great you are, how much of a pushover I was."

"I assure you, I did nothing of the sort."

"Don't lie to me! I've heard enough of the lies, the orders, the lack of appreciation! That's what you're all like!" he added to the crowd. "You can all go to your garden parties and your balls, all the time forgetting who it is that makes sure you can prance around in those places. All our work, all our effort and what do we get? Nothing!"

Just when he thought Rainbow had an ego. "Hard, please listen, I have nothing but respect for-"

"Shut up!" He pointed at Dusk. "You, you're the worst! I've been playing toy soldier around this stinking city all my life and I barely gotten so much as a thanks. But you, you think because you stopped that freak Discord and his pets, that gives you the right to be a hero and lord it over the rest of us?!"

"No, I-"

"You weren't the only one! I fought them too, you know! I went out there, I near killed myself to keep them back, to stop them getting to my home and here, but what do I get? What do I get? NOTHING!" He slammed his hoof into the ground. "Well, I'm through with it, you hear? I'm done!"

"Not while you wear that armour, you're not!" He turned to see that Shining had arrived and he wasn't happy.

"Hey there, Armour," he sneered. "Just performing my duty, nothing to worry about."

"Like hay you are! You just attacked a civilian without provocation!"

"I didn't mean your duty."

"You're still one of my soldiers, Edge. Even if you are insubordinate." There was no softness in his voice or expression. This was the captain of the guard in his element. "Stand down, soldier, or I'll swear you'll regret it."

"I'll regret it if I don't stand down!" he shouted back. "I'm through taking dirt, from you, from them, from all of you! I'm my own pony now! I'm gonna make my own way and I'll start with this pathetic excuse of a pony, right here."

Dusk tensed to make himself ready, realising the possibility of a conflict that he'd have to resolve. He'd beaten him once, he would do it again.

"No!" In a flash, Twilight teleported herself between them. "You are a royal guard of Canterlot! How dare you even-!"

SMACK!

Twilight never finished her sentence before Edge raised his hoof and smacked her aside. She cried out, skidded across the ground and lay still.

"TWILIGHT!" Both he and Shining yelled at the same time, but Shining was there first, knelling down with Cadence and starting to help her back to her hooves.

Dusk's attention, however, was on the pony who had hit her. The instant his hoof struck her, something stirred inside of him, something he'd endeavoured to keep inside, but was now demanding to be let out. Anger took him. Pure, righteous anger, the kind he'd never felt before, the sheer rage that Twilight Sparkle had been hurt.

In his mind, there was only one thing he knew he could do.

"As pathetic as you. Now, let's- ACK!" His words were cut off as a magical aura tightened around his throat, lifting him into the air.

"You want to fight me? You ASKED FOR IT!" At the same time he yelled, Dusk flung him into an alleyway, hearing the sound of him smacking against the wall.

Dusk strode on after him, remembering the pain Twilight must now be in. Caused by him. All his anger, all his rage, now focused on him. His inhibitions didn't matter, he no longer cared. The only thing he cared about was repaying them in kind.

Edge was getting to his hooves and tried to charge him again, but Dusk caught the hoof and slammed it against his face before flinging it to the ground. He tried to throw something at him to stop him, but he just caught it and flung it back, along with a few more.

When he finally reached him, he held his limbs in place and punched him hard across the face. Edge's head was thrown back, but he pulled it forward and hit him again. And again. And again. And again.

"You!" SMACK! "Will!" SMACK! "Never!" SMACK! "Touch!" SMACK! "Her!" SMASH! "AGAIN!" CRACK!

Edge coughed and tried to look at him. "Stop… what are you…?!"

"You know what!" He raised his hoof again. "Now, you'll know how it feels!"

"Dusk, stop!" He whipped his head around. Twilight was standing there, her face bruised and her lip cut, but otherwise she was unharmed. "You can stop now!"

Like her voice had broken some kind of spell, Dusk awoke to what was happening. He was in a dark alleyway, his hoof was throbbing from the multiple strikes and his mind was clearing. Hard Edge lay before him, his face bruised and beaten, a trickle of blood oozing from the corner of his mouth. He was still held in place by his magic. _His_ magic…

Horror replaced anger and he dropped him, collapsing against the wall the same time he did. He looked down at his hoof, seeing the traces of red on there. Mouth hanging open, his eyes wide, he tried to comprehend it all. Had he just done that? In those brief moments, where something else had taken hold of him, had he just… did he almost…?

"I… I don't…" His words died in his throat and he turned his head away, unwilling to look at it anymore.

A warm hoof touched his shoulder and he allowed Twilight to pick him up and embrace him, while he felt tears begin to roll down his cheeks.

Faintly, he heard Shining come into the alley, ordering two other guards to take Hard Edge into custody. But the rest of the world was almost completely drowned out, replaced only by the low growls he now heard in his mind and the mare he now held.

"It's okay, you got him, it's okay," she whispered.

"Are… are you…?"

"It's just a bruise and a cut, I'm fine." She tried to look at him, but he wouldn't make eye contact. "What was that? What happened?"

"I just… I don't… I don't know…" That was part of the truth, but not all of it.

"I've never seen you act like that before." He couldn't make out the tone in her voice. "What made you do that?"

"… You… he hurt you and I… I wanted to… I didn't want him to… to do it again…" He bowed his head and shut his eyes. "Not again… not to you…"

"And he won't. He 's gone now." She turned his head to look at her. Her eyes were shimmering too. "Don't do that to me, not again… I was scared."

"Of him… or me?"

"Dusk… I…"

"Twily." Shining was still there, a serious look on his face. "Can I speak to Dusk for a bit?"

She looked like she was about to protest, but she nodded and stood back, giving Dusk one last look before she left them there. Shining waited until he was gone before laughed a little.

"Well, you kinda scared me a bit there. I wouldn't have known you had that in you," he said.

Dusk looked away from him. "Believe me, I wish I didn't…"

"I can see why." Concern came to his features. "You're still solved on the no fighting thing then?"

"That's just… how I see it… I understand if that means that you think Twilight won't be safe with me… if I acted like that…"

"You did seem to flip your lid there a bit, but for a different reason," he reasoned. "You did it to protect her."

"But… but I…"

"Besides, she gave me a little talking to before and… I think I may have been wrong about some things," he admitted. "I'm sorry about what I said to you before. I may have been concerned but that doesn't warrant what I tried to push on you."

He was surprised by this response, but he was willing to take it. "It's okay… I understand why now and… I know why you acted like that."

"Yeah, I can see that now. So… are we good?" He offered his hoof to Dusk.

He didn't understand yet, why he'd acted like that, what had driven him, but Dusk hadn't expected him to. He was tempted to try and explain, but… he still didn't want to. He still wanted to try and keep it hidden, to try and stay happy and not add another concern to Shining's list. It might be selfish, it might be cowardly, but he just didn't want to face it… at least, not yet.

"We're good. Apology accepted." He shook his hoof. "I did try and tell you before."

"I know, but what can I say? I'm her big brother, it's my job to disapprove of my sister's choice in coltfriends. Come on, let's get you two patched up, then I've got some duties to deal with," he added in a dangerous tone.

"I'm sorry… about him."

"Don't be, he's been like that for a while. I knew something changed since Discord came back, but I didn't expect this," he sighed. "I'd better make up for that now…"

If he can, Dusk thought.

Twilight met them as they came out. "Good, both of you came out."

"Peace has been declared," chuckled Shining. "The guy's alright by me."

"Glad to hear it, not that you would have been able to stop me if you hadn't approved," she joked.

"I'd be scared to try, to be honest. Let's get you both fixed up, then I think we deserve some food after all of this."

Dusk leaned in while they walked. "Twilight… about that-"

"We'll talk about it later, okay?"

"Are you sure?"

"I am. The worst is over now and I just want to enjoy Hearth's Warming with my family and my coltfriend. Let the bad stuff wait until tomorrow."

Dusk would have opposed, but he felt the same. Even though he had lost control there and he knew that would be something he still needed to be addressed, he didn't want to talk about it now, didn't even want to think about it. Everything was fine now, everything would be okay.

Even if he could still hear that growling echoing in his mind…

* * *

Hard Edge was angry. That wasn't really saying much, for it didn't take much to make him angry. Whenever he thought any of the other guards might be talking about him, that made him angry. Whenever one of the elite treated him like something on the bottom of their hoof, that made him angry. But this Dusk… this stupid, little Dusk and his friends… they really, really made him angry.

It was their fault he was like this. Because of them, he had lost his reputation, his job, everything! All because of him and what he had done. All he had to do was lay down and take it, but instead, he pulled some kind of weird magic out that had made him act super nuts and his eyes change colour. He would have wondered why exactly that was, but at the minute, all he could think of was pounding him into a bloody mess for what he had done.

He would do anything to get back at him, to show him that he and his little friends couldn't handle anything. He was just as much a hero at the time of chaos as they were, but where was his medal? His recommendation?! Where?! Ooh, they were going to pay…

"How unfortunate for you, Mr Edge." The voice was so pathetic sounding, he at first thought it was Dusk, but lowered his hoof when he saw that this stallion was smaller than that runt. "Please, I am not here to cause you any harm."

"Yeah, well the same can't be said for you if you don't clear off," he threatened. He couldn't even see him properly, he kept to the shadows.

The pony, however, didn't leave. "Now, now, Mr Edge, surely you are… intelligent enough to recognise an opportunity when you see one?"

"You calling me stupid?" he growled. "The only opportunity I see her is one to knock your freakin' block off, if you don't get lost!"

"Mr Edge, you misunderstand me," he replied. "I know why it is that you have been rejected from your current vocation and that you have certain negative feelings towards it."

Edge didn't even look up at him. "What's it to you?"

"Because I also know who it is you blame for your predicament and that you may have information concerning him that would assist me immensely. You see, I have my own plans, concerning him and to fulfil them, I need that information," he explained, in way that suggested these plans weren't exactly friendly.

That got his interest. "What's in it for me?"

"Why, a chance at retribution, Mr Edge. To repay this stallion in kind for what he has done to you." He leaned forward a little, sounding excited about the idea. "To get back, if you will, at Dusk Noir."

Hard Edge's anger had now abated somewhat. He was still going to make him pay, but now it looked as if fate had given him a chance to do that anyway.

"Go on," he replied, his own smile growing, "I'm listening."

* * *

Whew, that was a toughie. I hope I delivered though.

Next up: Baby Cakes!


	22. Baby Cakes

**Baby Cakes**

Dusk bowed his head, trying to cover up the grimace that had taken over his expression in the library that day. The growling had started again in his mind, but like before he suppressed it, kept it quiet, like he always had. But it was fresher, more obvious when it did arrive, like he had been given strength.

He'd been coping just fine before. When he felt that _he_ was just a dark memory that would remain forever in his mind. Ponies talked about him, a few had the unfortunate pleasure of meeting him and he had the memories, but as long as he kept the connection secret to all but a few, then he could carry on with life as normal. He'd still have his friends, his friends, his happiness and they'd never have the pain of remembering what he'd done.

But that had changed. Now, he just didn't know…

The periods in which he could hear Blackhole Doom growling in the depths of his mind were becoming more frequent, as were the flashes of memories that came with them. These had been given added fuel by recent events, the anger that had taken over him in that brief instant and his hooves crashing ruthlessly against another pony's face. He had hurt Twilight and he had been a brute, but that didn't make him any better.

The changes were small, but they were there. Again, they weren't getting any stronger now, held back by his own determination not to allow him into the forefront of his mind again, but he had allowed him to grow stronger in that moment yesterday, enough for him to gain some more hoofing in the depths of his mind. He could still keep in check, but it would need more effort, might be more noticeable than before.

If that was the case then… who had noticed?

"Dusk?" Just like yesterday, Twilight's voice brought him out of his reverie. "Are you feeling okay?"

He silenced Blackhole again, put on a smile and turned to face her.

"I'm… I'm fine, Twi, d-d-don't worry," he tried to say casually. "Are you ready to summarize your reports yet?"

She shook her head. "Not yet and besides, I think there's something more important than that right now."

"What… what do you mean?" he asked.

"You know what I mean. You're still not good at lying, so I wonder why you even try," she added lightly, though her eyes said that she wasn't joking. "What's really wrong?"

"I um… really, it's nothing," he attempted to say. "I'm really fine…"

She wasn't convinced. "I think we need to have a talk. In private."

He tried to say something to deflect this, but the look she gave him was enough to silence him. She wasn't going to let this go and he wouldn't be able to convince her otherwise. Whether or not she knew what it was, he couldn't say, but, if there was a chance she didn't… he didn't want her to know of all ponies… not her.

"As you wish, Miss Sparkle," he replied, though in a more formal tone than usual.

"Good. Come on, let's go into the west section." She turned to the baby dragon. "Spike, get those notes written up and come find me when you're finished."

"Right, sure thing." He didn't pay much attention to them leaving, trying to awkwardly stick one to his arm while they left.

Dusk could feel the tension mounting while Twilight led the way, ushered him into the deserted section of the library and shut the door behind him. Even though it was just a gentle click, it sounded to him like an echoing slam. She had him trapped now and there was no way he could get out of this, but there might still be a chance.

She stood there for a while, took a deep breath and turned to face him.

"Right. Dusk, we need to talk," she said firmly.

"About… about what?"

"I think you do know what, about what happened in Canterlot."

"You mean… about Hard Edge?" he asked.

She opened her mouth, but closed it again, her eyes shifting around nervously. "In a sense, yes. I just… wasn't expecting anything like that, I guess."

She was being rather vague, a little unlike her, but if he could put it off discussing what she had called him in here to discuss, that was good.

"Oh… right. Sorry about Hard Edge," he said unsurely. "I didn't know… he would try anything like that."

"Neither did I," she admitted. "I knew a little about him from my brother and apparently, he's always been like that."

"How do you mean?"

"I mean he's the kind of pony who has trouble with authority and thinks he's Celestia's gift to the world, his words," she added, with an awkward giggle.

"He did say as much before he attacked," he noted.

"Exactly and it only got worse after his efforts against Discord, from what I heard," she informed. "His pride obviously means a lot to him and I think being beaten by you just pushed him over the edge, pun not intended. I think he just wanted to get back at you, in whatever way you could."

"He certainly seemed like it, not meaning to sound harsh towards him," he put in.

"I think you have a right to be. I mean, from the way he treated you in training and the fact that he deliberately attacked you," she said. "I know I would be more than a little angry at him, if I were you."

"I already exerted enough anger on him," he mumbled, though keeping Doom out. "You know how I feel about… that sort of thing."

"Yeah… even so though," she said quickly, "my parents seemed grateful for your efforts in… detaining him."

"Indeed." Though I really wish I hadn't, he thought. "Good thing your mother kept that first aid kit handy."

"Yeah. When I was younger, she was always worried about me hurting myself in some way, so she kept me away from what she called 'rough and tumble' games. I think she would have attached a leash to me, if she could," she giggled again.

"I think she almost did again, after last night." He smiled a little fondly. "I was a little surprised she tended to me as well…"

She shook her head, though she kept her smile. "Dusk, she might have disapproved of you a little at first, but she wasn't going to leave you to suffer after being injured."

"Fair point." Though maybe she should have left me to suffer. "You think I've… won them over then?"

She nodded confidently. "That's a definite. Even my brother was better after all of that, so I think I believe him when he says you two have made peace."

"Me too. Cadence was nice too."

"Yes, but you had her convinced from the start. She has an eye for this sort of thing."

"I would think so. Your mother is a good cook."

"I know, you said so last night."

"I did?" He lost his surety, knowing they were running out of things to talk about. "Sorry, I forgot…"

"Don't worry about it." Her smile faltered too, eventually changing to a look of resignation. "But… I don't think that's all that happened."

Dusk felt his hopes dwindle again. They'd been putting off the discussion, even her for some reason, even though she was the one who had called him in here. He didn't know why, but he'd been silently grateful. But now they'd reached the bottom of the barrel for discussion and no choice but to confront the noticeable emptiness."

"Indeed… I… I thought as much."

"Yeah…" She cleared her throat noticeably. "So… what did happen in that alley?"

"We… we fought. He attacked you and… we fought," he said uneasily.

"I know that but… you don't fight. You hate it."

"He hurt you… I didn't want him to… to do it again."

"I know and I appreciate that you wanted to protect me, but… that was different," she said, after a long silence.

Even though he knew the answer, he asked, "Different how?"

"I mean… you got angry. I saw it, really angry." She was trying to keep her focus on him, but she was struggling. "I've… I've never seen you act like that before. You just… lost it."

"I was… angry that he hurt you…" Even if I might have as well… like I did before…

"I know that, but again, I've never seen you… behave like that… it was… it was like…" She trailed off, unable to continue.

Again, Dusk wondered about her behaviour. She seemed just as nervous about this as he was. He didn't know why, but it seemed like she was holding something back. It looked like she wanted to say something else, but she wasn't sure how to say it. There was something else in her eyes now, a kind of knowing… and fear.

"Like what?" he dared to ask.

"Like… like something else that I saw before once…"

He knew he shouldn't ask, that this might be a chance to end this, but he did it regardless. "What… what was that something?"

Her eyes turned to the floor, opening and closing her mouth several times, each time starting to say something but then giving up. Though Dusk wanted this to end, to just go back into normal routine and forget about all of this, he felt that he wanted to know.

"Twilight, what was it?" he asked again.

"Dusk… I… want to… I mean, I…" She silenced herself and took another deep breath, looking him in the eye. "Dusk, I kno-"

"Twilight!" Spike barged in through the door covered in notes, making them both jump. "I need help! I'm running out of limbs to stick!"

Twilight looked from Spike to Dusk, apparently in two minds whether or not to continue their discussion. In the end, she appeared to decide that she couldn't, now that other ears were listening and nodded in understanding.

"All right Spike, we're coming," she said, moving out of the wing.

"Great. The sooner we get this done, the sooner I can stop feeling like a fridge." He looked curiously at them. "What were you two talking about anyway?"

They exchanged another look with each other, though Dusk couldn't really make out what Twilight was feeling. A mixture of emotions were swimming in her eyes and on her face. Fear, trepidation, a little bit of anger and… pity.

"Nothing much, just about what we did in Canterlot," she told him convincingly, for that wasn't entirely a lie.

"Oh yeah, I can see why." He smiled approvingly at Dusk. "Great work with Night and Velvet, especially her. Boy she is really fussy, kind of a neat freak. Always wants everything organised and put in the right place…"

"Ahem." Twilight was glaring at him now.

"Um… not that there's anything wrong with that," he chuckled awkwardly. "Right, we gonna get this over with."

"Good point, let's go," agreed Dusk, following him in.

He knew that neither he or Twilight were going to talk about this and neither of them really wanted to, for which he was silently thankful again. They were just going to go back to how things were, just like he wanted.

Keep calm and carry on… and ignore the noise in your head. He had to have faith that he could cope with it. He had before, why not now? Why not…?

They were just about to start work, Dusk being glad to have something else to distract him, when they received some unexpected visitors, in the form of Mr and Mrs Cake and their children. Both of them were looking quite hopeful as they entered, as well as a little tentative.

"Twilight, I was wondering if we could ask a favour of you?" proposed Mr Cake.

"Or Dusk, if he can," added Mrs Cake.

"Why, of course," said Twilight pleasantly.

"What do you need?" asked Dusk.

"Would you be able to babysit Pound and Pumpkin today?" they both asked.

Dusk looked at the two infants, giggling away under their parent's chins. Hard to believe it had been two months since they had been born, before Doom had surfaced again…

* * *

_Dusk was waiting in the hospital room with the rest of the girls, having just been hurriedly pulled here by Pinkie Pie. Mrs Cup Cake, who had been pregnant for quite a while, had at last gone into labour and was ready to deliver her child. They, of course, weren't allowed in the room, but the delivery had been successful and their new-born child was now ready to be revealed to the world. Or at least, to the seven of them looking through the screen._

_While the girls were all excited by the prospect of the event, excitedly talking to each other about it, Dusk was slightly less caught up in it. He was happy for the Cakes of course and it wasn't like he hated babies, but he just wasn't as ecstatic about it as the others were. Perhaps it was just something to do with differences in gender._

_He had to admit though, even if he didn't share the same kind of feelings towards babies as the rest of his friends did, he had to appreciate the beauty and wonder of a new child being born. Years ago, that would have been him in there, small, innocent, uncaring of the larger world. He'd had no idea what was going to happen to him, what he was going to be and he probably didn't really care._

_Today, he was happy, for the most part and had become more than he or his parents would have thought. That was the real beauty of it, the sheer potential that every baby filly and colt in those cribs had. They could become anything they wanted to, anything they set their minds on. Being born into the world was like a blank canvas, just waiting to be filled._

_He wondered how his own might look…_

"_Can you believe the new baby is finally here?" Applejack was saying._

"_Cup Cake and Carrot Cake must be so proud!" agreed Twilight._

"_I wonder if it's a filly or a colt?" pondered Rarity._

_Pinkie was probably the most excited of all. "I wanna see the new baby pony! I wanna see! Which one is it?!"_

_Applejack must have seen Dusk's face and smiled sheepishly. "Sorry, sugarcube. Mus' be pretty humiliatin' fer ya, spendin' the day with a bunch-a mares goin' all crazy over a baby."_

"_It's fine, I'm just sorry I'm not as… well, enthusiastic as the rest of you," he confessed._

"_There's no need to apologise, darling," Rarity assured. "To each their own, after all. At least you're polite enough to show some interest."_

"_I do have some interest, just not a lot of it."_

_Pinkie gasped dramatically. "How can you not be excited about new babies being born? New friends to play with? Those adorable little faces!"_

_He backed a little away from her. "I'm sorry, Pinkie, but that's just how I feel about it."_

"_You mean you'd never get excited about new babies?"_

"_Not necessarily. Perhaps if they were my own children, I would be more excited… that and sweating buckets, while also chewing my hooves," he added._

"_Well, I hope you wash those hooves afterwards, I have to hold them, you know," put in Twilight, winking and blushing at him._

_He returned the gesture, moving closer to her. "Rest assured, I always keep my hooves clean for you."_

"_Ohhhhh right," nodded Pinkie. "I get that then. Once you and Twilight have your kids, I'll be sure to see if that's how you react."_

"_What?!" Both his and Twilight's blushes deepened now. "We're not… I mean we don't… we're just…"_

_Fortunately, they were saved from their ordeal by Mr Cake arriving to reveal their newborns. There were some rings around his eyes and he looked like he needed a shave from the stubble that had been growing, but his eyes were shining with pride when he pulled back the covers on one of the cribs._

"_Meet our son, Pound Cake."_

_The tiny pony, fast asleep and peaceful, yawned and snuggled further into his blankets. All of the girls faces melted at the sight of him and even Dusk's smile widened a little. He also noted, while he was yawning, a pair of tiny wings had stretched out as well, though he decided not to comment on this._

"_...and our daughter, Pumpkin Cake." _

_The second too had a feature that he wasn't expecting, in the form of a horn protruding from her head. The others also seemed to reflect his confusion, but Pinkie was ecstatic. _

"_Two new foals for me to play with? That's two, two, two times the fun! This is the greatest day ever!" Within a second, she was right next to them with a party hat and blower. "We need to celebrate your birthday, babies, 'cause you were just born today! Woohoo!"_

"_Shhh. The babies are trying to sleep," whispered the nurse sharply._

"_But I was just-"_

"_Shhh."_

"_But-"_

"_Shhh!"_

_She waited until the nurse was gone before sidling up to the twins. "Happy happy birthday, to you and you today-"_

_The nurse, however, must have had ears a bat would be envious of, for she returned, glared at Pinkie and pushed her back out. Ignoring what would be viewed as typical Pinkie behaviour, Applejack voiced the question the rest of them were no doubt thinking._

"_Now how in thunderation is one-a them twins a Pegasus, and the other one a unicorn?"_

"_I confess, I'm rather curious myself," put in Dusk. "Perhaps it might be something further back in the family."_

"_Easy. My great-great-great-great grandfather was a unicorn, and Cup Cake's great aunt's second cousin twice removed was a Pegasus. That makes sense, right?" he asked unsurely._

_Dusk tried to construct some kind of family tree with this information, gave up after a few minutes and just shrugged an affirmative. _

"_Aw yeah, heh, just you wait" Rainbow cackled." Once little Pound Cake there gets his wings going, he'll be all over the place."_

"_And be careful around Pumpkin Cake," warned Twilight._

"_Baby unicorns get strange magic surges that come and go," added Rarity._

_Dusk smiled a little as he remembered something that his parents told him about his own magic surges. A sign of his coming colour magic, the resulting magical shockwave had turned everything in the house a different colour, his parents included. It had taken a full day for the effects to be reversed and even then there were still some odd colour blotches in places._

_One of the few good things he actually remembered from them…_

"_Quick! Make a wish and blow out your candles!" Pinkie had snuck back into the room with a cake for the babies." Which is easy, 'cause there are zero candles! You are zero years old, after all!"_

"_Shhh!" The force of the nurse shushing her pushed the cake into her face, giving her a frosting beard and a sheepish smile._

_They'd left not long after, Twilight and Dusk still not willing to discuss Pinkie's implication before…_

* * *

Dusk was brought out of his reminiscing by Twilight, who shook her head regretfully.

"I have to finish this report for the Princess summarizing all my other reports to the Princess," she said, gesturing to Spike.

"You wouldn't be willing to, would you Dusk?" asked Mr Cake.

"I'd better be here to help," he said. "Besides I… I don't think I'd be cut out for looking after foals. Sorry…"

They hung their heads in disappointment, trudging out of the library.

"I wanna babysit! Pick me!" piped up Pinkie, cradling a book with a diaper on it and dashing after them.

Dusk noticed how they ignored her volunteering. "Why don't they take her up on that? She's great with foals."

"Great with playing with them, she might not be the same with looking after them," pointed out Twilight. "Well, let's get on with this. Dusk, I'll need you to help me compress these reports."

"Right you are, Miss Sparkle," he complied, in a lighter tone, glad that their upcoming disaster had been avoided.

They continued on easily enough throughout the day. Because he was easily distracted by Twilight and Spike's presence, as well as the work they gave him, he was able to ignore the growling in his mind to at least keep a smile on his face and stop them worrying. When he was alone though, or if he didn't have anything else to do… that would be a different story.

But Twilight helped though. He didn't know why, just something about her helped to keep him at bay, hearing her laugh or seeing her smile…

They were about halfway through when there was a knock at the door. Obviously somepony who didn't understand that a library was a public institute and didn't need knocking, Dusk went to answer it and the pony there helped bring a smile to his face.

"Good day to you, Ray," he greeted, allowing him in. "What brings you here?"

"You think I'm here for something? Is seeing some good friends of mine not enough to bring me here?" he joked, grinning at him.

"You can never be too sure," remarked Dusk.

"Fair enough." He saw Spike with all of the notes on his body. "Usually, the fridge is the place for those things."

"That's what I said, but apparently we need to be in here for this," groaned Spike.

"Of course," said Twilight, like it was obvious. "We study in the library, we eat in the kitchen. We can't have a conflict of purpose."

Spike rolled his eyes and wobbled a little. "Yeah… wouldn't want that."

"If you're busy, I can come back later when you've finished… whatever this is," Ray said, with a slight chuckle.

"No, it's fine. Take a break, Spike." The dragon loosened his limbs and stretched them thankfully while Twilight went to talk to Ray. "Is there something you need, Ray?"

"I just wanted to ask something. Rainbow's invited me to see the Wonderbolt's air show in Cloudsdale today and she said you knew a spell to help ponies walk on clouds."

"I remember that spell, though it's been a while since I used it," she added thoughtfully. "I'll have to look around for the book, but when I find it, I'd be more than happy to perform the spell for you."

"Great! I'm kinda looking forward to this," he said, with evident joy before taking out some bits. "How much would you want for that?"

Both Dusk and Twilight looked at him surprise. The former spoke first. "You… want to pay for this?"

"That's what the bag's for," he answered. "I know how this works. Nothing is for free, right?"

"Ray, this isn't a paid for service I'm providing here," Twilight giggled. "You don't have to pay for this."

Ray appeared confused. "Huh? I… I don't get it."

"What's not to get? I'm your friend and I'm doing you a favour. You don't need to pay for something like that, that's not what friends do," she explained. "Don't you know that?"

The stallion appeared a little embarrassed. "Yeah, I've been… kind of lacking when it comes to friends, you know…"

"Oh, right… I forgot."

Admittedly, Dusk had to. Because he got on so well, for the most part, with the group, it was easy to forget that, up until this point, he'd never had a group to be part of. He'd never had friends and only rarely did it show… this was one of those times.

He shrugged off the apology, smiling easily. "Don't worry about it. So… I really don't have to pay for this?"

"You really don't," she confirmed.

"Wow… that's… that's nice. Dusk got the feeling that was quite an understatement for him and smiled all the more. "Thanks, Twilight I… I appreciate it."

She returned it, equally as warmly. "No problem. You wait here, I'll go find the book. I won't be long."

"So," began Dusk, after she'd gone, "do you want to have a conversation for free or would you rather pay for that too?"

"Alright, alright, I know," he chuckled. "Hey, I've always had to use my bits to get what I needed, gimme a break."

"I know," said Dusk, more sympathetically. "Just one of the many perks of friendship. Along with going to an air show."

"I know! I was really surprised when Rainbow said she'd gotten me a ticket too!" he confessed. "I mean, I knew she liked me, but still… wow!"

"Wow indeed," agreed Dusk. "I hope you have a good time, Cloudsdale is a true marvel and the Wonderbolts always put on a good show."

"So I hear, cause… you know, I've never actually seen them. Or been to Cloudsdale, for that matter. Mainly because of lack of wings, that's kind of a biggie," he said, gesturing to his back. "You've been to Cloudsdale then?"

"I certainly have and you're definitely in for a treat."

"And this spell? It does work, right?" he asked unsurely. "I mean, I don't wanna wind up falling through the clouds to my severe injury and/or death."

"Don't worry, it does work and Twilight knows her magic. Have faith, you're in good hooves," he assured.

"Right, good, just checking." He looked around at the library. "There are certainly a lot of books here."

For the second time, Ray made Dusk blink in surprise. "There tends to be in a library, you know."

"I know that!" he insisted. "It's just that… you know, it's your marefriend's home and all, but I thought… it was just that. It's just weird, that she works here and lives here too… I just thought she lived here."

"I suppose I can understand that," replied Dusk, still a little confused at his reasoning.

"Right…" Ray chuckled awkwardly and rubbed the back of his head. "So… what are y-"

He suddenly stopped talking and started hissing through his teeth, cradling his head and rubbing it. He appeared to be whispering something under his breath, but Dusk couldn't quite make it out. He was, however, concerned.

"What's wrong? Are you okay?"

"Don't worry… just… just a small headache…" He growled a little, shook his head and grinned disarmingly. "See, all good."

"Are you sure?" he asked, still concerned. "If you like, Twilight could have a look at it or maybe you could go to a doctor."

"It's fine, really," he repeated. "It's nothing to get panicky over, I'm fine."

"If you insist." Dusk was still a little unconvinced, but he didn't want to press on it either. "If it makes you feel any better, I have some… head problems too."

"Yeah… I think I noticed." There was that look in his eye again, something he couldn't quite recognise.

It was like he… understood somehow. Was that just in terms of headaches or... something else? Before he could ponder it further, Twilight returned, just closing a book.

"Right, I've found the spell," she reported. "Just hold still for a few seconds…"

Her horn glowed, as did Ray's hooves while the spell worked its effects. Ray was also sniggering a little while she did it. After only a few seconds, it was complete.

"There we go. You can now walk on clouds for a full day, just be sure to… why are you laughing so much?" she asked, sounding a little offended.

He stemmed it, though he was still grinning. "Sorry, sorry… it just tickled a little, that's all."

"It does, doesn't it?" asked Dusk, recalling when he had the spell performed on him.

"Fair enough then," she shrugged. "I'm glad I could help, Ray."

"Me too and thanks again. Right, I'd better get going, that Pegasus is really impatient," he commented. "Have a good one, guys!"

"You too," they both said, blushing and earning a sly smile from him before he left. "He's unique, I'll give him that."

"He certainly is," he nodded. "Right, back to work?"

"Back to work," she confirmed, turning round to call Spike.

* * *

Rainbow Dash was tapping her hoof impatiently, waiting for Ray to return from the library with the spell she had sent him for. He said that he'd be quick and she didn't really doubt it, for she got the feeling that he meant it. Even so, that didn't stop her from mentally pushing him to pick up the pace a little. She wasn't going to be late for this air show, not for anything.

When Dusk had told them that he had a new friend that, like he had once been before, had never experienced friendship and that he wanted their help to make him feel welcome, she had been sceptical. Not that she didn't mind all that much, but she felt that their group didn't really need another Dusk. They didn't need yet another guy batting off compliments and acting like less of a stallion than she was. Again, not that she didn't mind, but there was only so much she could take.

When she'd actually met the guy, she was surprised by what she saw, pleasantly so. Unlike Dusk, he wasn't ashamed to take pride in what he was good at, he could take a joke without looking ashamed and dish them out without acting nervous. He was funny, charming and he knew what he was good at. She could see a lot of herself in the stallion, not that that was the only reason she liked him. It was just cool to have a stallion who actually acted like one.

It helped as well that he was eye candy, but she warned herself about being attracted to him. She still hadn't really recovered from the last embarrassment…

"Hey Dash!" She whipped around and saw Ray down below, waving to get her attention. "I'm back!"

"I hadn't noticed! Took you long enough," she remarked, only to duck a few seconds later from a snowball. "Did you just throw that at me? At me?"

"Was that not clear enough? Should I throw another one?" he asked with a laugh, already preparing another one.

She retaliated by kicking a nearby cloud at him, enough to make him dive out of the way, but not enough to avoid being soaked by the water. Rainbow was still laughing as she flew down to meet him, now fully drenched.

"See, you don't mess with Rainbow Dash." But he had the last laugh when he shook the water from his fur and soaked her as well.

"You were saying?" he chuckled.

"Okay, you got me," she conceded, shaking herself off too. "Right, you got the spell ready?"

"Yep, Twilight was able to cast it on me… for free…" he added, with a warmer smile.

Rainbow was confused by this response. "What? Why would she make you pay for it?"

"Never mind," he waved off. "Right, how are we getting to Cloudsdale?"

"Well, I figured this might work." She dashed back up, got another cloud and pushed it down. "You hop on this and I'll push you along until we get there."

"Sounds good to me, especially since I don't have to do anything." He walked over to the cloud, crossed his hooves and climbed onto it, relaxing visibly when he didn't fall through. "Okay then… hey, this is pretty comfy."

"Preaching to the choir, Ray." She moved behind it and started her end of it. "Alright, here we go! I was hoping you wouldn't be too heavy."

"Yeah, I know," he replied, not quite listening and lying down on the cloud. "You know, I think I'm just gonna…" A few seconds later, his eyes were closed and he was snoozing peacefully.

Rainbow rolled her eyes, but still laughed at the sight of him sleeping on the cloud. Perhaps they were even more alike than she first thought.

With her own athletic strength and stamina, it didn't take her long for her to push Ray up to the sky-based foundations of her home which, as always, was packed with pegasi coming and going, though mostly arriving at the city. Most likely for the air show, as they should be. She allowed herself a little extra fun when they arrived, sneaking up and kicking Ray off the cloud so that he jerked awake.

"I didn't do it!" he yelled, shaking his head and looking indignantly at her. "Hey, I was enjoying that."

"That's what made it even funnier," she countered. "Come on, let's get going to the stadium."

Ray nodded, started after her but then stopped and stared for a while at his surroundings, looking around in awestruck wonder at the city of clouds. Rainbow allowed him a few minutes of open staring around before clapping close to his ears.

"Right, eyes back in your skull, Strike. We got places to be," she reminded him.

"Oh, right yeah. Sorry, it's just this place is… wow!" He laughed again while he walked with her. "I'm actually in Cloudsdale! I'm walking on clouds, hundreds of feet above the ground, how awesome is this?"

"Yeah, I thought you might say that," she noted.

"You were right then." He whistled and smiled up at her. "Good thing that your cloud trick worked."

"I knew it would. I was thinking about using a hot air balloon, but that would have taken too long and I could have carried you, 'cause you know… these aren't just for show," she said, raising her forelegs impressively.

Ray raised an eyebrow. "That and it would look and feel really awkward and, not saying I doubt your abilities, I wouldn't wanna risk being dropped and hurtle towards the ground, resulting in a mess you'd need a mop and bucket to clean up."

"Wimp," she chuckled. "Yeah, that's what I thought. Plus, you're probably not the flying type, so I figured you'd wanna have something to stand on."

"That too, thanks," he said sincerely. "Right, where abouts is this…?"

He paused to touch his head, grabbing it for a few seconds and rubbing it, gritting his teeth and muttering something through them.

"You alright?" she asked, flying in to examine him. "That might be the change in altitude up here. I'll give you some time to adjust to it."

"Yeah, that's it…" he muttered, shaking his head. "Right, no worries, I'm fine."

She blinked in surprise at the sudden change. "You sure?"

"Yep, just a small headache."

"No more of them coming?"

"Probably not."

"Alright then…" She let a grin grow on her face, at almost the same time he did. "Let's go see the Wonderbolts!"

Pressed on by their excitement, the two of them sped off towards the direction of the stadium. Ray ran on first, Rainbow waiting for a bit before he came back, remembering he didn't know the way and let her take the lead.

* * *

"There we go, all finished!" Twilight announced, proudly dotting her last sentence. "Princess Celestia is going to be very pleased with this."

"I should hope so," moaned Spike, still posed on the stool. "Any longer and I think I might have been stuck like that."

"Is that so?" Twilight smiled slyly at Dusk. "Actually, I think I missed a little bit. In section four, paragraph two."

He leaned over and looked. "You're right, there does appear to be something missing."

"I thought so. Sorry Spike, I'm going to need to you stay like that for a little longer," she said to him.

"W-what?!" He looked horrified at the idea. "B-b-but Twilight! I'm almost a statute for how long I've been standing like that!"

"Sorry, I need to do this. Besides," she added, "it might be an improvement. You'd certainly be quieter, at any rate."

"Twilight!"

"Spike, she's only joking," saved Dusk, levitating him down. "We wouldn't be that cruel to you. Well, I wouldn't at least."

"Thanks Dusk, at least I know who's on my side here," he said with a glare at Twilight, who smiled innocently. "Right, I'm going to have a nap and you're not allowed to wake me until at least next year."

"So you're going to counter not moving around by not moving around?" summarised Twilight.

"Shut up, it works!" he yelled, hurrying off before either of them could stop him.

"Can't argue with that line of reasoning," she giggled. "So, what do you want to do now?"

"I'm not sure. What did you have in mind?" he asked, always willing to know her opinion first.

Twilight had an idea in seconds. "Let's go check on Pinkie. If the Cakes didn't find a babysitter, they probably left Pound and Pumpkin with her and she might need some help."

"Okay then…" He looked a little nervous about the prospect and she knew why.

"Dusk, there's nothing to worry about," she assured him. "Just do what you can and ask me for help if you're not sure."

"If you say so… I've just… never had to look after babies before," he reminded her.

"Neither have I, but I've read a few books on the subject and it shouldn't be too difficult." She smiled encouragingly. "Come on, with both of us on the case, we'll be fine."

"I suppose…" His expression picked up a little. "Lead the way then."

As they left the library and stepped out into the street together, Twilight noticed Dusk grimace again before he turned his head away to hide it from her. He didn't need to though, for she knew why…

Just like she knew what had happened last night, even though she had asked about it. It was because she didn't want him to know that she knew because, like him, she just didn't want to talk about it. She remembered all the things that his darker side did, just as much as he. She knew how much discomfort he was in from how hard he worked to maintain an outward appearance of contentment and happiness and she wanted to try and help him.

But how could she? She might understand, but how could she even begin to talk about something like this? To ask Dusk to remember even more the atrocities, the deeds that Blackhole had done through him, to her and all her friends… how could she ask him to remember all of that? Why would he even want to, when it was fairly clear that he felt guilty enough suffering in silence. Imagine how bad it would be if she actually brought it up.

That might actually be worse. What might happen to him if she told him that she did know? She knew how angry he'd become and she technically wasn't meant to know about Doom in the first place. She'd just eavesdropped at the door. He might feel angry and betrayed enough that his darker self might come back fully, if that was even possible, perhaps with no way to save him…

Or he'd just think that he couldn't rely on her anymore, as either a friend or a marefriend. She remembered how he'd reacted when he'd thought that they were just pretending to be his friends, who was to say he wouldn't react similarly if she told him what she knew? He might be betrayed that she hadn't tried to help him before and she'd lose him that way instead…

That and she was scared… scared if what might happen if Doom did resurface. Once was enough…

Twilight was at a complete loss. Dusk didn't want to talk about it, she didn't want to talk about it, she wanted to help him but she couldn't because she was scared of what might happen if she tried. This method, turning a blinded eye, had worked so far and they'd been happy. She didn't want to shatter that happiness, for her or for him, so she concluded that it was the easiest solution to remain silent.

She sighed mentally. This was like when she'd panicked about her friendship report deadline, only… it seemed a lot worse now, because she just didn't know where to start… how could she even ask? She could figure out the answer to any problem, with just some thought and some study. Why was this time so difficult…?

Why was it always the stuff to do with Dusk?

"Something wrong, Twi?" he asked her. "You look a little deep in thought."

Seeing him smiling now, looking so genuine, was enough to make her smile too. "No, it's fine. Just wondering if there was any other way I could have summarised those reports."

"I think they'll be fine," he comforted. "They're done and there's not much point in dwelling on them now. Learn from the past and move on to the future."

That helped quite a bit too. "I suppose you're right." She walked closer beside him. "Just remember, I'm here to talk to you if you need it, right?"

"I know and I could say the same for you too." He chuckled a little. "I wouldn't want you to make a fuss over such a small problem again."

"Hey, it seemed like a big problem at the time," she defended.

"Big enough that you had to knock me out," he recalled.

"I said I was sorry for that!"

"I know, I know, I'm only joking." He nuzzled her cheek. "Thanks Twilight, but I think I'll be fine."

It was easy not to notice under all the humour and laughter that had, but there was a slight waver in his voice in those last few words as he spoke them.

"I hope so," she murmured to herself, hoping that she wouldn't regret her line of reasoning.

Fortunately, she didn't have to question it further, for the Sugarcube Corner was in sight. She gave him another encouraging smile and knocked on the door. Her belief that Pinkie might need help was confirmed when she arrived with a frantic look on her face, a slightly dishevelled mane and a diaper on her head and around her legs.

"Hi! We finished up the work we had to do so we thought we'd stop by and see if you needed any help." She'd just gotten the last word out when Pinkie dragged her and Dusk inside.

"Thank you, thank you, thank you for coming!" she gasped, kicking the diaper off her legs. "I can't begin to tell you what my day has been like, I mean, these babies just won't listen to reason, and don't even get me started on their taste in stand-up comedy."

"It's okay, Pinkie. I figured you would need some help. That's why I stopped by," she said, moving over to the mess by the counter.

"And I thought I might as well lend my hoof too, for what it's worth," added Dusk, cleaning up some other strewn items and taking the diaper off her head.

"Excuse me?" asked Pinkie, in a tone that didn't suggest ignorance, more annoyance.

Twilight explained while she sorted out a few items. "Babies take a lot of work, and some ponies are just not cut out to handle the responsibility."

"No offense to you, of course," put in Dusk. "Every little helps, you know."

"Is that so?" She got behind them and started to shove them out. "Well, thanks for stopping by, Twilight, Dusk. Sorry, I don't have time to visit, I'm very, very busy with my responsibilities here."

"I'm happy to help! It's no trouble-" she tried to say.

"Don't worry, I'm fine," sneered. "When you two have your kids, you'll understand just how responsible I'm being."

She slammed the door in their faces, both of them exchanging a look with each other.

"Did I say something to offend her?" asked Twilight.

"I think you might have," affirmed Dusk. "Perhaps not intentionally, but intentions and reactions can be as different as fire and ice."

"I see your point." She sighed at the closed door. "Not much point in staying here, I guess. Let's just have a walk, get some fresh air."

"Sounds good to me." He glanced back before they left. "That's the second time she's suggested that we… I mean we might…"

"Yeah," she nodded, laughing awkwardly, hoping that they wouldn't get onto this. "You know Pinkie, always jumping on ahead."

"She certainly does," he agreed, a slight blush in his cheeks. "I mean… we've only been dating for a few months so… it's early to assume."

"Exactly what I was thinking, yes," she said quickly. "We're just seeing where things are going first, no need to start thinking about things… like that."

"Yes…" There was something in his voice she didn't quite recognise… something like disappointment.

Twilight was enjoying this relationship with Dusk, but she'd read plenty of accounts about couples dating more than once before finding their perfect partner. Not that she wanted to break up with Dusk, far from it, but she didn't want to assume anything too early. She liked to consider every possibility, though she might not want to… but then…

Once again, with him, it was never straightforward.

* * *

After the Wonderbolt's air show, everypony was leaving the stadium, chatting excitedly about all that had transpired, recalling their favourite manoeuvres performed by the elite flyers and offering opinions on what they thought of the whole affair.

But even with all of them, none could compare to the excitement and wonder held by two particular ponies, who exited with the clouds and re-enacted with such enthusiasm, that some had to put a little more distance between them. Not that they really cared.

"That was the best show I've ever seen!" exclaimed Rainbow.

"Me too! Well, it's the only show I've seen, but more reason why it's the best!" agreed Ray.

"I know!" She turned quickly to him. "Did you see that corkscrew Soarin' did? You could see the wind just bending around him!"

"Yeah, that was amazing! And when that… who was it? The mare, who did that big loop through the ring?"

"Fleetfoot?"

"No, the other one. The one with the orange mane, the streaky kind of deal."

"Spitfire! Yeah, I know what you mean now!"

"I know!" He shook his head in amazement. "Man, I could practically feel the boom when she flew through them all."

"That's why she's the captain," nodded Rainbow. "And soon enough, I'll be joining them. Just you wait and see."

"I don't have any trouble picturing that, though you're going to have to do a pretty big sonic boom to top that one," he noted.

She chuckled confidently. "You've obviously never seen me do a sonic rainboom. That'll be the highlight, I just know it."

"A sonic what now?"

She at first laughed at his remark, but stopped when he looked genuinely confused.

"Seriously? You've never heard of a sonic rainboom?" He shrugged a negative. "Oh hoh, then you just wait. I'll have to show you sometime and bring along a crash helmet when I do, 'cause your mind will be blown!"

"Looking forward to it already," he grinned. "Right, what now? Back down to ground level?"

"Why? Not scared of heights, are you?" she asked, prodding his chest.

"Actually, I was thinking of you," he countered. "I mean, you look very tired. You could drop out of the sky at any minute, then who would carry me back down?"

"How nice of you," she laughed. "Well, your spell is still good for another few hours. How'd you like a personal guided tour of Cloudsdale, by one of the best pegasi ever to come out of it?"

"Really? Where?" He looked around exaggeratedly before grinning. "Sure, I'd love a tour. I really wanna see more of this place."

"Good, 'cause there's plenty more to see." With a little loop in the air, she led him off, while his eyes darted around every little thing he could see. "Really taking that to heart, aren't you?"

"Yeah, I know. I've travelled around quite a bit, but I've never been anywhere like Cloudsdale before," he confessed. "This place truly is incredible."

"You're lucky, not many non-pegasi get to see this place," she told him. "Unless you know a unicorn who can cast a spell to give you wings or let you walk on clouds."

"That does help a bit, yes," he agreed. "This might help with some inspiration, now I think about it…"

"Inspiration for what?" she asked.

"Hm, what? Oh right." He must have just been talking to himself. "Well, you may have noticed my cutie mark?"

She glanced back at it. "Yeah, I did. So?"

"So, I'm a writer, or so my flank says at least," he added. "I'm actually working on a book of sorts at the minute. It's early stages so far, but…"

Rainbow yawned at this. "Sorry, when did this conversation take a turn to Dullsville?"

He didn't seem to take much offense to her comment. "Somehow, I didn't think that you were the reading type."

"Was it that obvious? Yeah, sorry. I'm not really into the whole reading thing. I'm more of a get-up-and-go kinda mare."

"No, really? You? I don't believe it," he remarked. "I like to think of myself as that too, but I also just like to read a good book, now and again."

"See, I never understood that," put in Rainbow. "I mean, how can sitting around… reading be more exciting than performing a triple loop-the-loop or rushing through the sky, with the wind in your mane? How can anything even begin to be compared to that?"

"It's all fine when you have wings to do that, but the rest of us have to occupy our time in ways that don't involve leaving the ground on a whim," countered Ray. "Reading, and also writing, is just one of the ways I do it."

"Okay then, just for the heck of it, what is this book you're writing?" she asked. "Thrill me."

"Like I said, it's still in early stages, but it's not a fact book. It's a story, you know, like fantasy adventure kind of thing," he explained. "I still need to outline some of the details, but I think I could have something, if I just work at it."

Rainbow thought for a moment. "Well… I guess a story like that does sound kinda cool…"

"Tempted then?"

"Yeah, sorry, no," she admitted. "I mean, why read about a story when you could live it? Like me."

"Your loss then," he shrugged.

"Yeah, go to Twilight or Dusk if you wanna talk about something like that," she told him. "I specialise in the awesome, nothing more, nothing less."

"I'll bear that in mind," he nodded. "I'm glad to know somepony like that. Actually, I'm glad to know all of you."

Rainbow shrugged and smirked. "Well, I knew that you obviously held me with respect and awe, but yeah, I can see you liking the others too."

"Never short on confidence, are you?"

"Don't you know it? In all seriousness though, I do see where you're coming from. They're a pretty cool bunch to be around, even the eggheads." She looked back at him. "Bet you're glad you ran into Dusk, aren't you?"

"I am and Twilight too," he said without hesitation. "It's nice to have a little intellectual company around."

She rounded on him quickly. "What's that supposed to mean?"

"I mean uh, not that I think you're stupid or anything," he said quickly. "Just that um… they're just… heh…"

"It's okay, I get what you mean," she assured, slapping his leg. "Eggheads gotta stick together, right?"

"I suppose," he shrugged, relaxing a little. "I gotta say, I thought it was kind of odd that all of his friends were… well, mares."

"I get that. I guess that was why he stuck with you then," she offered.

"Probably but, I also have to admit now that I've spent time with you all, I'm cool with it." He grinned up at her. "You're all great ponies… most of you, anyway."

"Yeah, I get that a lot too."

"Must have been weird for you though, considering your crush on Dusk."

"What?!" Rainbow did a double take in the air, her face flushed. "What the… how did you… who told you about that?!"

"Sorry for intruding, I'm just good at reading others. Comes with being a writer and characters." He tilted his head at her. "Your feelings are pretty obvious, even if you are hiding them for the sake of your friends. It's in the way you act, also with Twilight and Dusk towards you."

"Right…" She made a mental note to do a better job of hiding it. "Well… just don't mention that stuff again, okay?"

"I understand, my lips are sealed," he promised, zipping up his mouth.

She smiled a little at the humour. "Hey, but did you hear about what happened in Canterlot?"

"Mmm-hmmm-mmm?" he replied. He let her laughter subside before he unzipped his mouth again. "Yes, I did. Good thing neither of them were hurt badly."

"I know, but from what I hear, Dusk went pretty nuts on that Edge jerk." She laughed admirably. "Honestly, I didn't know the guy had it in him."

"Yeah…" He frowned a little and stared off for a while, looking back when Rainbow was going to ask what he was thinking about. "I mean, I was quite surprised to hear it too."

"I think we all were," said Rainbow. "I agree with Applejack though, I'm just glad that the guy got what was coming to him. I'd like to show him just what I thought of his little stunt."

"I tremble for him, especially if Applejack were to help you." He looked over her leg muscles. "She seems to be like your athletic equal, in a sense."

"Yeah, she's strong and stuff, but I've got the speed, don't forget. You like her too then?"

"Who wouldn't? She gave me a very kind welcome and she's really friendly. I can see why she's the most loyal and dependable of ponies." He frowned again. "Actually, come to think of it, I still need some kind of job here. Do you think Applejack might need some help on the farm?"

"They are usually pretty busy, so they'd probably appreciate the extra help," she told him. "Just so long as you can handle the work though."

He smiled optimistically. "Anything for a few extra bits. I have some saved up, but it won't last forever."

"A real shame that," she nodded sympathetically. "Still, we're always here to help if you need it. I'm sure you'd be able to get something off Rarity, if you treated her as smoothly as you did at the party."

His smile faltered somewhat. "Rarity… right."

"I mean, you're probably the first stallion I've seen who hasn't started… hey, what's up?" she asked, noticing the look on his face.

"Just… nothing, it's fine."

She nodded again and patted his shoulder. "Oh, I get it. Look, I know she can be a little over-the-top with the whole fancy stuff and dress making she does, but she's not all that bad. Most of the time, anyway."

"I know and I don't doubt that but… she just reminds me of Canterlot and I…" He picked his words carefully. "I just… really don't like the Canterlot-type, that's all."

Rainbow remembered the harsh tones they usually took with each other, the fact that Rarity had once called him 'uncouth and a little rude' when he wasn't around to hear once, but decided not to bring it up.

"I can understand why, she can be a little uptight. Still," she grinned, "if you ever do want a good time, there's only one pony to go to, am I right?"

He returned it, knowing who she meant. "You are right indeed. That Pinkie Pie she's… she's really something else."

"Yeah, that's what we all think, but we couldn't imagine life without her."

"I can see why. Even if she is really, really random, I don't think anypony has made me laugh as much as she has," he said honestly.

"It's what she's best at, among other things. Random, but awesome."

"Exactly. She is a bit… off, no offense to her, but then so is everypony, in their own way. She's just more… obvious about it. That and her cupcakes are some of the best I've ever tasted," he said with another wide smile.

"Again, just another thing she's good at."

"Yep, fun, random and she makes great sweets," he summarised. "That's enough to put her in my books."

"You'd know all about that." She beamed proudly at him. "The three of us, you, me and Pinkie, we know where it's at. Canterlot certainly saw that much."

"Probably the most excting their day has ever been," he agreed.

"You think that was good, you should have seen the Gala last year," she said. "Even Fluttershy got a little crazy. Or a lot crazy."

He seemed to tense at the mention of her name. "Fluttershy… really?"

"Yeah, even freaked me out for a bit." She noticed how he was standing and laughed. "Don't worry, I don't think anything like that will be happening again soon."

"No, I'm sure. She's um… she's really… nice. A little shy, but… nice," he muttered, his cheeks going red.

"Yeah, I guess. Hey, there's my old flight school!" She pointed over at the building on a separate cloud as they walked by. "Man, I didn't realise how long it was since I was here."

"Good memories?" he asked her, apparently wanting to change the subject.

"Mostly, yeah. I had some good friends, until I found out one in particular was a jerk," she growled, remembering the griffin in particular. "But yeah, mostly good."

"They must have all been crying when you graduated. Losing one of the best flyers they had."

"I bet they were, although… I didn't graduate technically. You know, not in the traditional sense," she added casually.

"What do you mean?" Ray looked thoughtful for a moment. "Wait… are you saying you dropped out?"

"Dropped out is such a strong word," she dismissed.

"That's two words."

"Whatever," she cut off. "Anyway, I prefer to think of it as… moving on to bigger things."

"Right, sure," he said with mild sarcasm. "You probably didn't think you needed it anyway."

"Exactly, now you get it! Besides, I wasn't the only one who dropped out, Fluttershy did too. Although, probably more literally than I did," she added.

Ray's head snapped up. "You and Fluttershy went to the same school?"

"Yeah, of course, all pegasi go through flight school," she said, like it was obvious. "She wasn't in the same class as me and we were more acquaintances than friends, but I still like to think I looked out for her in a way."

"I see…" he said, nodding again. "So… did you become friends after you moved to Ponyville?"

"Something like that, probably became official friends after the whole Nightmare Moon fiasco," she told him.

"Nightmare… what?"

She stared at him for a bit. "Wow, you really don't know a lot of stuff, do you?"

"I do! I just… know less about some stuff than others." He cleared his throat pointedly. "Anyway um… what sort of things does Fluttershy like doing?"

"Taking care of animals, mostly. She loves them. Not much of a flyer though, she's actually scared of heights, which is kinda weird for a Pegasus, I know," she said, in answer to his unspoken question.

"I see… um, anything else?"

"Some stuff. She likes to hang out with us a bit, I think we're the only ponies she talks to, other than her animals. She likes… well, quite stuff. Girly stuff," she added. "Goes along on picnics, styles her mane, she goes to the spa every Saturday with… hold on, what's with all the questions about Fluttershy?"

His cheeks suddenly went red and he rubbed the back of his head. "No reason just… just curious."

"Curious?"

"Yeah, you know, we're friends and… I just want to know more about you girls, is all," he explained, laughing a little. "That makes sense, right?"

She was still a little curious as to his little bit of jittery behaviour concerning Fluttershy, but that explanation did make sense.

"Yeah, I guess. Just don't forget who's the most interesting member of our group, right?" she joked.

"Uh-huh…" He looked thoughtful again, smiling slightly. "Yeah, I won't forget that…"

"Good for you. Now, let's have a few more minutes and back to ground level," she suggested.

"Sounds good to me, more time for sleeping," he chuckled, his face less red now.

She chuckled too and smiled honestly at him. "I had a great day with you, Ray."

He returned the smile. "Me too, Rainbow. Me too…"

* * *

Apart from the slight growling, Dusk was walking home at the end of the day, satisfied that things would still be going well from now on. He and Twilight were still happy, he was still enjoying things with his friends and his life was fairly enjoyable as ever. He had been worried about this morning, when he'd arrived at the library expecting a confrontation, but nothing had changed. Everything was fine. All fine.

The laughing and growling was still in his mind though. It never went away, no matter how much he tried to suppress it. He kept it quiet, but it always came back, the fresh memories adding further fuel to the ever-present fire. It didn't burn brighter, it just burned even more… he could keep it back, just so long as nothing else pushed it.

Or if he didn't give in… no, he wouldn't give in. He'd put up with it, be strong like he was expected to be as an Element of Harmony. It was his duty, to his friends and to Equestria… and he didn't want to lose either.

He happened upon Pinkie Pie, who looked thoroughly exhausted, a rare sight for her. He caught up to her and even her usual bright smile was tired.

"How did it go with the twins?" he asked.

"I think the best word I can use to describe it is… whoooeee!" she sighed, giggling a little. "Taking care of babies is a lot of responsibility, I know that now."

He nodded approvingly. "I'm glad to hear that. You did a better job than I probably would have."

Pinkie looked at him, grabbed some nearby snow and dropped it on his head.

"What?! Why did you…?" A thought occurred to him. "Ray told you to do that, didn't he?"

"Yep! He assigned us all the task in Canterlot that, if you ever act like a misery pony, just do something like that," she said brightly. "Look on the bright side, at least it wasn't a pipe."

"I suppose so," he chuckled, shaking snow off his head. "I think I'll have a word with him about that."

"See? You're taking more authority, that just shows it's working!" she said proudly.

"I… I don't even… never mind…" He sighed, while Pinkie giggled. "Do you really think I would have been good with the twins?"

"Indeedy and not just you, Twilight as well. You're both responsible, caring and gentle when you need to be, you complement each other greatly." Her smile brightened. "I think you'd make great parents."

Dusk flushed again. "Pinkie… what do you mean by that?"

"You know what I mean, Mr Psychic Pony," she sang. "Have a good night, sleep tight and don't let the nasties bite."

She seemed to muster up enough energy for a few bounces, became exhausted again and just walked off the other way.

Dusk watched her go, knowing that there was no point in even trying to figure her out. She was one of the few who knew and accepted who… or what he had become. That gave him some sliver of hope for the others too…

But that was Pinkie and he still didn't want to dare to face the others with what they might think of him, what he could reveal. Ironically, the most unpredictable member of their group was the only one who knew about something he couldn't predict for the others.

* * *

Poor Dusk but good for Ray, am I right?

But it may not be next time, when he has to confront a certain debutante…


	23. Get Over It!

**Get Over It!**

Fluttershy closed the flap on her saddlebag containing some select magazines she liked to read. In preparation for her weekly trip to the spa, she wanted to make sure she'd have something to do, in case she and Rarity separated and she wanted something more interesting to do.

She also did a little fly-around the home to check up on everything. The bird feeders were all full to the brim with feed, the chipmunks were feasting on their stashes of nuts and the water bowls were all stocked. Everything looked okay. Then she flew around again when she thought that one of the feeders was lacking a little, realised she was just seeing things and flew off again.

It was always good to check, that's what Twilight always said.

"Okay," she murmured to herself, "I think that's everything I need." She checked again, nodded and turned to the white rabbit behind her. "Now, Angel bunny, let's go over everything one more time, just in case."

Angel rolled his eyes and tapped his feet impatiently. She cringed a little from his reaction, but she had to make sure that everything would be in order for him to keep an eye on while she was out.

"Right, now, all of the food is the smallest cupboard so that you can reach it. There's seed for the bird, nuts for the squirrels and chipmunks and yummy lettuce and carrots for the rabbits like you. Make sure that, if anyone is hungry, you be sure to give them what they need, but not too much and not too little, just right. You got that?" she asked kindly.

Angel just frowned at her again, but she barely noticed.

"Great! Now, the water bowls are full, but just in case you drink it all, you can either refill from the tap or from the little river outside," she told him. "If anyone gets bored, I also put some toys in that cupboard as well. Balls, squeaky balls, squeaky dolls, chew bones, chew balls and some other things. I wouldn't want you all to be bored waiting for me to get back."

Again, Angel nodded with a roll of his eyes, but she didn't really notice the second reaction.

"Right, now just in case for if anything bad happens. If anyone gets really bored even with the toys, make sure to give them something to do that doesn't involve, you know, tearing through the house. I know you'd want to have fun, but I live here too. If the eagles and falcons start trying to eat the mice again, make sure you tell them they're not for eating and it's not nice to eat your friends. If anyone steals anyone else's food, remind them they have what they need and if you run out of food, I've left some bits on the table for you to go and buy some more. There should be enough water, but if you run out and the stream outside just happens to dry up, I've told them to let you drink from the water tower. Wouldn't want you getting thirsty."

While she was continuing to instruct, she didn't notice the rabbit was trying to get her attention, but failing.

"If any kind of natural disaster should happen while I'm out, you know to lead everyone to the panic tree and stay there until I get there and panic along with you. If Nightmare Moon returns, there are plenty of flashlights and lamps to light the house in the dark, because you know how scary it can get when it's dark. If Discord breaks out his prison again, make sure you make note of which part's the ceiling and which is the floor, because you'll need to. And if… oh, I'm sorry, did you want to ask me something?"

This last part came when Angel, exasperated by the many eventuality plans that would make Twilight proud, had kicked her hoof several times to get her attention. Though, in truth, it was more of a light tap due to his size.

"Yes Angel, what is it?" She followed his paw to the nearby clock and gasped. "Oh my goodness, I'm running late! I was getting so caught up in what I was doing, I hadn't noticed. Thank you, Angel, you always make sure to keep me on time, don't you?"

The rabbit shrugged and gave her a look that said 'it's what I do' before gesturing her frantically to the door.

"Right yes, you're right, I'd better get going." She paused on her way to the door. "You know where all the food is then?" A nod, followed by another pause. "You know what to do in an emergency?" Another nod and yet another pause. "Oh my gosh, what about-?" This time, it was a loud squeak and sharp point. "Right, right, yes, I should get going. I've really gotta stop being so worried about…"

She had paused again as she opened the door, not because she'd remembered some other little thing to tell to Angel, but because she was shocked by the fact that there was already somepony on the other side. The stallion had halted mid-motion, his hoof raised about to knock.

"EEK!" She jumped back a bit until she realised who it was and calmed down a little. "Oh, it's you, Ray…"

"Hello, Fluttershy," he greeted casually, with a pleasant smile which became a look of concern. "I didn't scare you, did I?"

"Oh! Um, no, not at all… well, not scared, more startled really. You see, I, I didn't know that you'd be… well, here, so I was just about to leave without um, anypony actually uh, here. But then um… then you were here and I just got… got startled, not as bad as uh being scared, but still… startling, which is why I… I was…"

She fell silent and looked away when she realised she was babbling. She normally couldn't think of the right words to say when she was under pressure and something about Ray made her mind go as fuzzy as a dog's fur on bath day. What a silly, stammering fool she must look like to him…

Ray, however, seemed not to have noticed this and still kept his smile. "It's fine, Fluttershy, I understand. I'm sorry for startling you."

"R-r-really? I mean, um… I accept your apology, thank you. I'm sure you… you didn't mean to…" She felt the heat rise to her cheeks and looked away again.

She was, of course, always like this around ponies, even her friends at times. She couldn't think of what to say, she would become frightened and want nothing more but to hide away somewhere, so she wouldn't have to face them and so she could stop making an obvious idiot of herself in front of them. It got better if they were nice or if they were her friends, but there would still be times of nervousness.

Ray, however, produced a reaction the kind of which she had never felt before. Her cheeks would become even hotter than they usually did. She wanted to look at him, but felt like she shouldn't because then she just ended up staring at him. Whenever he spoke to her, her mind was a complete blank and any response she might have been planning out for in case if he did speak to her just went up in smoke. It made her feel nervous, but also kind of… nice.

There were times too when she noticed things from Ray. Even though she was looking away now, she would occasionally look back to see his eyes lingering on her, a tiny spark of something she couldn't identify. However, if he noticed that she had noticed, he would quickly look away, a slight red tint coming to his cheeks too. She had thought before about asking him about it, but then her mind went blank again and words failed her as easily as her social skills.

One thing she did remember was that she was probably making him feel unsure by acting like this. So, with a monumental effort, she turned her eyes back to him and looked up at his face, hoping she'd be able to stop herself if she could.

Even so, a few minutes of silence had passed between them, both of them at a loss as to what to say to the other. Deciding to try and be brave, as well as get rid of the question that had just surfaced in her mind, she opened her mouth, trying to find where her voice had gone.

"So um… what are you doing here, Ray? If you don't mind my asking that is," she added quickly.

"No, it's fine," he assured, rubbing the back of his head a little. "Well, I just had some time on my hooves, quite a bit really and we haven't really, well, hung out much, you know? So, I was just wondering… if you wanted to do anything. With me, that is."

"You… you want to spend time with me?" she asked.

"Yeah, if you wanted to of course."

A smile started to grow on her face. Fluttershy didn't really know why, but she felt excited about the prospect of spending time with Ray, so much so that everything else was driven from her mind. Again, she didn't really know why. Maybe because she thought he was a nice pony or that she might learn more about him, she couldn't really say.

After all, Dusk liked him and she felt that after she made him feel when she first met him, that she would take an opportunity to make it up to him. Like the pony she considered her brother, he'd never had friends and she felt sorry for him because of that. Plus, he was kind of funny and he was nice to her.

She did her best not to let it show, but knew what she wanted to do. She was about to tell him that she would love to spend some time with him, if he didn't think she wasn't going to be too much of a bother, when he spoke again.

"Wait, no… it looks like you're already going somewhere." He pointed to her saddlebags with a sad smile.

The instant he said that, her excitement drained away completely and she remembered. She was supposed to be going to the spa to meet Rarity. Now only guilt flooded through her, for getting Ray's hopes up and for almost forgetting about her friend.

"Oh my gosh, I'm so sorry!" she blurted. "I mean, I would w-w-want to spend some t-t-time with you, if… if I could but you're right, I'm sorry, I do have other plans. See, I'm going t-t-to the spa to meet Rarity, we… we um do this every Saturday. I'm really, really sorry, any other time I-I-I wouldn't mind at all, really I wouldn't but… I'm sorry, I really am."

Ray paused for a moment, his face falling a bit before he smiled sadly again. "It's fine, I understand," he repeated, a tone of disappointment creeping into his voice. "Maybe next time… well, have fun at the spa."

With that, he turned and started to make his way back down the road. Fluttershy felt even worse, conflicted between these two problems. She didn't want to see Ray disappointed and to spend some more time with him, but she also didn't want to abandon Rarity from their weekly arrangement. She didn't see how she could solve both problems…

Of course, that was it!

"Ray, wait!" She hovered to catch up with him. "You can come along with me!"

The stallion looked confused. "With you… where?"

"To the spa! That way, we can hang out more and I can still keep my weekly appointment." She would have said two birds with one stone, but she always hated that phrase. "What do you think?"

Ray blinked at her a few times and lost his relaxed composure. "I uh, don't know, Fluttershy. I'm not really big on spas, I've never even been to one before. Maybe we should do something some other time."

"Oh, that's not a problem," she insisted. "Dusk goes to the spa too and he thought the same thing, but he loves it just as much as we do. I'm sure you will too."

He didn't look convinced. "I'm not sure…"

"Please, Ray. I don't want you feeling left out or lonely. You'll be with friends and I'm sure you'll have a good time," she reasoned.

"I don't know…"

"Please. I mean, don't feel like you have to but… I would like you to come along…" She looked at him with her big blue eyes.

It looked like he was being convinced. He seemed to flicker indecisively for a few minutes, before sighing and reluctantly smiling.

"Okay, fine," he conceded. "I'll come along."

"Really? You will? Don't feel you have to…"

He chuckled a little. "You've just been trying to convince me to come, now you're telling me not to go again?"

"Oh, right… sorry…"

"Relax, I'm only kidding." His smile was a little more relaxed now. "Lead the way then."

"Great! I mean, um, good… um… this way," she stammered, looking away so he wouldn't notice her blush.

Ray fell in step next to her, or rather he was walking and she was gently hovering a few feet above the ground. Silence fell between them again, though Fluttershy wasn't sure if he wanted to talk or not. Though she was happy about the idea of spending time with him, she felt even more nervous in his presence, quite at a loss as to what to say.

It wasn't too bad. She'd had the same problem with Dusk, the only other stallion she knew. Now, the two of them were close friends and considered each other to be siblings in a sense. She thought it would be the same with Ray, but she felt more tentative around him than she ever had with Dusk. He was… different somehow.

But why, exactly? Why was he so different to Dusk?

She did like Ray, of course. She found him to be an optimistic sort, even though he had been alone up to now. He was funny and liked to laugh himself. He got on well enough with the others, and even though she didn't really like how he hit Dusk whenever he said something bad about himself, he did it for the right reasons. She liked the way he smiled, his teeth shining in his grin, as did his eyes which lit up with happiness every time, how he did his mane of shimmering silver, that only added to how attractive he…

Fluttershy blushed even more at this sudden thought, chastising herself a little for staring at a friend in such a way. Even though, she had to admit, she did like looking at him…

"Fluttershy? Did you hear me?" She blinked when she suddenly noticed he was talking to her. She'd been so caught up in her own thoughts, she hadn't really been concentrating.

"Um… sorry, I didn't hear you," she muttered. "I was um… I was just…"

"Your mind wandered off with the butterflies?" he asked, laughing a little. "It's okay, I do that as well. I think everypony does."

This was something else she'd noticed. He could be rather loud and hyper with the others, almost like a combination of Rainbow and Pinkie. When he spoke to her, however, his voice softened and he didn't appear to be as confident as before. He still spoke easily, more so than her, but there were times…

"Thanks. So um, what did you say?" she asked.

"I was just saying about your home." He gestured back to her cottage. "It seems rather out-of-the-way from everything else."

"It does?" She felt bad again and started stammering again. "I'm sorry, did you have trouble finding it? O-o-or did you take a while getting here? I'm sorry, it's just-"

"Calm down, I was actually going to say I kinda like it," he said nicely.

"Y-you do?" she asked, a little surprised by this unexpected comment.

"Yeah. I mean, out here, you get to enjoy the fresh air more, the scenery, more than if it was at the centre of town." He smiled at her, making her heart flutter like her wings. "It's nice, really peaceful."

She blushed again, touched that he would say such a nice thing about her home. "Thank you… it's one of the reasons I live all the way out here."

"I can see why," he remarked, looking around the area. "I also noticed there are quite a few animals at your home. It's like a pet shop."

"I guess," she giggled. "That's because they all live here. I take care of them all, it's just something I love doing."

"I honestly couldn't tell," he joked. "Are they all your pets then?"

"Yes and no, in a way." He looked confused, so she elaborated further. "I mean, while I do take care of all of them, the only one is really my pet, my bunny Angel."

"Angel?" He grinned a little as he said the name. "That's a… a sweet name."

"Oh, he is, such a sweet little thing." She thought for a moment. "I mean, most of the time. He can get a little demanding at times, but I don't think of him badly for that. He's not bad… not really."

"How can he be demanding, exactly?"

"I'd rather not say, I don't want him to think that I think badly of him," she said. "What about you? Do you have a pet?"

"No, I don't actually," he answered.

"Really? Why not, if you don't mind me asking?"

"No, I just um… I don't feel comfortable having one, I guess…" he said hesitantly.

She waited for him to elaborate more, but he remained silent. She found this to be a little curious. From her perspective, it would be wonderful to have an animal companion. Even if you didn't have one, the chances were if you did get one, you'd soon see their joy. Dusk and Rainbow had, there was every chance Ray might.

She was going to suggest this, but ultimately decided that she didn't want to appear presumptuous and refrained from mentioning anything more about it. Out of ideas for possible conversations, but simply enjoying the company he gave, the two remained in relative silence throughout the remainder of their walk into town.

They arrived at the spa a few minutes later, Fluttershy being the first inside, while Ray waited for a bit. He said he was still working up the nerve to feel comfortable enough in his masculinity to enter a spa, so she just told him to come in when he felt ready. Rarity was waiting on one of the couches, reading a magazine, but she looked up when Fluttershy entered.

"Fluttershy, darling, how lovely to see you!" She walked daintily over with her charming smile. "I was starting to think you'd forgotten about our little arrangement."

"Oh no, not at all. I just got a little held up, I hope you don't mind," she added.

"Nonsense, dear. I've not always been on time myself, so I can hardly…" Her eyes narrowed slightly when Ray entered, still looking unsure. "Oh… I didn't know you were bringing company."

Fluttershy felt a little guilty now. "Yes, I… hope you don't mind. He had some spare time on his hooves and I thought this would be a nice way for him to spend it. I hope you don't mind…"

Rarity's eyes were locked on Ray, who was curiously examining some of the magazines on the table nearby. For a moment, Fluttershy thought she was going to say that she did mind and was trying to think of something in response, but she was spared when she replaced her glare with a smile and tittered.

"Of course not. I admit that this is a little unexpected, but I am nothing if not accommodating," she said lightly. "If it is your wish that he should join us, Fluttershy, then I have no objections."

Fluttershy breathed a sigh of relief and returned the smile. "Thank you for understanding, Rarity."

"Not at all, darling, not at all." Her smile became a little more strained when she approached Ray. "I understand that you'll be joining us in our little session today."

"It would seem so," he replied, with almost the same reaction Rarity had, though without as much attempt to conceal it.

If Rarity noticed, she ignored it. "Rest assured, you won't regret this. I hope you enjoy yourself today."

"I'll try to," he said in a slightly curt voice.

Again, Rarity didn't appear to notice, though her eyes did narrow a bit at him again and she pursed her lips. But it was only there for a moment before she requested the 'usual' to the attendant behind the counter.

The three of them were led into the section where they could change into the woollen robes, though Ray still looked as if he was a wolf among sheep, so to speak.

"Why do we have to wear these?" Ray asked, when he was given a robe to wear. "I mean, we don't wear clothes outside anyway. Why give us a robe to wear in here?"

"I don't really know," admitted Fluttershy. "It's just part of what they expect of us, I suppose."

"Yes, it's merely proper procedure, Ray," put in Rarity as she slipped into her personal robe. "I'm sure you can appreciate the need to follow rules, to show proper respect."

"I can, yes. I might also say the same for you," he responded, again with an edge to his voice.

"I'm not entirely sure what you're referring to," she said, with a forced laugh. "I always show respect to others."

"That's what you would say," he muttered, more to himself.

Fluttershy, not wanting things to go bad over a misunderstanding, stepped in.

"Anyway, um… shall we get the usual?"

"Good point, Fluttershy," agreed Rarity. "Come along then, let's get started.

"Two faced, just like them," Fluttershy heard Ray mumble.

Rarity glanced back. "What was that? Speak up, dear, I can't hear you."

"That's the point," he muttered again, before speaking more loudly, "I asked what is the usual anyway?"

"Oh, it's simply wonderful, believe me," said Rarity, apparently forgetting about everything before. "We start off with a few minutes in the sauna, then move on to a full facial with mud masks. After that, we get a hooficure, they do one specially for horns as well and a massage to sooth all the stresses in the muscles. Finally, we wrap things up with a seaweed wrap and mud bath, pun not intended and hoof dip, just for the finishing touch. Doesn't that sound grand?"

"I'd say more excessive," he voiced. "Do you really need all that stuff?"

"You might think so, but some of us do take pride in our appearances and take care of ourselves as a result," Rarity stated knowingly.

"Of course, you need to get priorities right," replied Ray, again with that slight edge.

This time, Rarity did seem to catch it. "And what, may I ask, is that supposed to mean?"

"I think you should know."

"Can I just say?" put in Fluttershy, silencing the retort Rarity was about to give. "It really is very relaxing Ray, I love it. You don't have to go through everything but… it is nice."

Ray looked at her for a few seconds, before his expression softened. "Okay then. If you say so, Fluttershy… I'll give it a shot."

"Wonderful. Now, shall we proceed?" Rarity walked off before he could say anything else, the two of them in tow.

While Fluttershy could be socially inept at times, she knew enough to notice that there was some visible tension between Rarity and Ray. She had noticed it before from how they'd spoken to each other in Canterlot and how his voice hardened a little when he referred to her and Rarity's became a little disdainful when she spoke of him. She had hoped that it was nothing and things would be fine now they had a chance to relax.

However, it seemed that her hopes wouldn't come to much. While he did seem to be enjoying himself, for the most part, Ray appeared to be irritated easily by almost anything that Rarity said. He wouldn't always say something, normally just watch silently and glare at the unicorn but, when he did, it was usually sarcastic and spiteful.

Likewise, Rarity was becoming increasingly irritated herself by Ray's snide remarks against her. She would usually do her best to ignore them or to respond as politely as possible, though not without a similar edge to her own voice. She probably didn't want to start a fight here, but Fluttershy could tell that she was reaching her limits, despite her efforts to keep things peaceful between them.

One such example came from when they were getting their hooficures and Rarity was on the subject of a bad mane day.

"Oh, you should have seen it, Fluttershy," she gasped. "No, wait! Perhaps it was best that you hadn't, it was far too awful to see."

"Why, what happened?" she dared to ask.

"It was awful, simply awful!" she repeated. "I had just been pulling the curler through my mane, when I left it too long so that, as I desperately tried to pull it out, the ends of my mane became, not their usual glamorous curls, but horribly straight. Straight! Can you imagine it?!"

"Oh my goodness, that sounds awful," sympathised Fluttershy.

"Yes, what a big problem," shot Ray from the hot tub. "Your mane came out slightly different from what it normally is, what a shock."

"Hmph, I didn't expect you to understand," snapped Rarity back. "Luckily, it wasn't too big of an issue. I didn't have any big orders that day, so I could afford to wait inside until my mane became able to be curled again."

"I'm glad to hear that," nodded Fluttershy. "How awful for you."

"I know! Just for a while there, it looked so… hideous!" she whispered with dread.

"Yes, I can just begin to picture it," muttered Ray, leaning back in the tub. "You know, I can sort of see why you like this place, Fluttershy. It is very relaxing."

"I hoped you would see it that way," she smiled.

Rarity glared at him again. "Yes, it is relaxing when _somepony_ isn't trying to spoil your time here."

"I know, I'd hate to have that happen." He opened one eye to look at her. "Oh, wait…"

Sensing danger again, Fluttershy changed the subject of the conversation quickly and Ray seemed to drift off for a bit in the tub, giving Rarity some time to calm down. It looked like she wanted to say something against Ray, but didn't want to upset her friend. Even so, Fluttershy knew that she was reaching her limit and she would break soon.

It came when they were having their hooves soaked and Ray was getting a treatment on his horn. Rarity was on the subject of her party in Canterlot.

"I'm glad to hear that you had such a great time," Fluttershy was saying to her.

"As am I. Oh, I wish you could have been there Fluttershy, you'd have loved it there. The glamour, the sophistication, the refinement!" She squealed with happiness. "Oh, it makes me giddy just thinking about it."

"I'd imagine that you fit in there perfectly, Rarity," put in Ray, apparently complimenting her.

Rarity seemed to think of it that way too. "Why, thank you Ray."

But then he'd continued on. "No problem. All of those shallow, empty-headed, fickle ponies changing what they think at the drop of a hat. You must have fitted just fine."

Rarity looked absolutely flabbergasted and Fluttershy became worried again, about to reach forward to calm her down.

"Now, Rarity, let's just…"

"Now, you see here, Mr Strike," she growled. "At least I did manage to fit in with them, for they would never tolerate the company of an uncouth, impolite ruffian such as yourself."

"Thanks, I'll take that as a compliment, which is probably the kind of compliment they'd offer anyway, so well done," he shot back.

"It's the only kind of compliment that you deserve." She had now stepped out of the water and started striding towards him. "They have the kind sophistication you clearly do not possess."

He stood up too, his tone becoming mocking. "Oh no! I feel at such a loss for that!"

"You, sir, are merely jealous because you could never even begin to hope joining the ranks of high society!"

"Sorry, is that supposed to be a bad thing?"

"It most certainly is! Whatever you may think of them, at least they are polite!"

"Whatever you may think of me, at least I'm honest, which is more than I can say for them and you!"

"Why, you uncouth, unsophisticated hooligan!"

"It's better than being a stuck-up, snobby excuse of a pony!"

"Fluttershy, can you believe what he saying to me?"

"Oh my… um…" Fluttershy didn't want to be dragged into this.

Ray seemed to sense this. "Leave her out of this! Besides, I'm sure she probably thinks the same as me!"

"And just who are you to say what she thinks?"

"It's probably not just her. I don't know how she or any of the others can even stand you!"

"I could say the same for you!" She snorted at him. "I don't know what Dusk saw in you, but I think he might need a second pair of glasses to see it clearly!"

"And I don't know why he thinks so highly of you. You probably just worked that charm you think you have on him and thought it would work just as well on me!"

"How dare you?! How dare you even…!"

She tried to drown it out, to silence it but it was no good. They still went at it, just as strongly as before.

Fluttershy couldn't take it anymore, watching her two friends fight like this. She couldn't stop it or control it, she was useless at that sort of thing, nor did she want to take a side and upset the other. So, she did the only thing she could and felt like doing.

Ignoring their calls, she bowed her head and ran out of the spa straight back to her cottage, the tears streaming down her cheeks.

* * *

Spike checked himself over in the mirror. His scales were shining, for he had washed the specially. His claws had been sharpened to their best and his back spines glinted fiercely in the light. Or at least as much as they could, due to his undeveloped size.

"Oh yeah," he nodded, brushing back his spines and grinning at his reflection. "Spike, you are looking good."

"I'm so glad that you approve," remarked Dusk, as he passed by with some books. "I'd hate to think of what might happen if you didn't have your assurance that you look fine from you."

"Hey, if you can't be happy with yourself, you can't be happy with anypony," countered Spike.

"Touché." Dusk had lowered his voice while he placed the books on a shelf. "Just remember to be quiet. Twilight's still asleep upstairs."

"Don't you warn me about waking her up when she doesn't want to." Spike shuddered at the memory. "Man, I never thought I'd see the day when she'd be asleep past nine."

"She was up a great deal studying last night," reminded Dusk. "I think she deserves her rest."

"Yeah, she was dead set on finishing that spell before she went to bed." He shook his head. "I keep telling her that she should stop staying up so late, otherwise she'll be too tired to do any studying."

"Wouldn't that just give you another excuse to nap?"

Spike blinked and slapped his forehead. "I can't believe I never thought of that!"

"Too late now, I would think," chuckled Dusk. "I think Twilight's learned her lesson about staying up too late now."

"Pretty ironic, coming from the student of the night princess," remarked Spike.

"I have an excuse though, I need to stay up late. Plus, Luna doesn't let me stay awake at night for too long and then I'm straight to bed."

"Meaning that you're ready to do all your work and mine in the morning." He smiled gratefully at him. "Thanks again for doing my work while I'm out."

"It's no trouble at all, my scaly friend," he assured. "I could use the distraction anyway…"

Spike detected a break in his voice at the end there. "Hey, you okay?"

"Yes, yes fine," he said quickly, not really looking at him. "You just make sure you enjoy yourself with Rarity."

"I always do," he sighed, before a question surfaced into his mind. "Hey Dusk, can I ask you something?"

"If I can answer it. What's on your mind?"

"Do you… do you think I have a chance with Rarity?" he asked tentatively. He'd never really asked Dusk and Twilight was always telling him he was wasting his time.

Dusk thought for a moment before answering. "Well… a pony paring with a dragon is rare, at best." Spike could already feel his hopes plummeting. "But not impossible."

His head shot up. "You're… you're serious?"

"When am I not?" He smiled at him comfortingly. "Like I said, there have been some cases, very few mind, where a pony and a dragon have bonded and even conceived children. It's more often with unicorns. I suppose our magic has something to do with it."

"So… so you're saying that…?"

"I'm saying that, give you a few years to grow older and bigger and… who knows." He gave him a small wink. "Have faith, Spike. She already likes and thinks highly of you. I remember what you told me about the party."

"Yeah… I still can't believe she told the elite I was her gentledragon escort," he confessed. "Then she… kissed my cheek again."

"I'd say that's a farily good sign, wouldn't you?"

"Yeah…" He touched the spot and smiled at Dusk. "Thanks for that, bro."

"What are friends for?" His smile was disrupted by a grimace and rubbed his head, wincing a little like he had a headache.

"Hey, you alright?" asked Spike. "You eat some ice cream too fast and get brain freeze?"

"No, it's nothing…" Once again, he wouldn't look directly at Spike and hurriedly went to sort more books out.

This wasn't the first time. Spike had noticed on occasion that he would act in similar way at others times throughout the day and he would usually try to hide it. If he was ever asked about it, he would deviate attention from it or give some sort of excuse. Spike was about to ask him about it when the door to the library opened.

"Morning, good librarians!" greeted Ray, as he stepped inside with a grin.

"I see that you've figured out that a library, being a public place, doesn't require knocking before entering?" asked Dusk, smiling easily at the stallion.

"Yeah, I know, it took me long enough," Ray laughed good naturedly. "You got a minute?"

"I can spare a little time, yes." He placed the book he was levitating back into its shelf. "I'm a little busier than normal though. I'm doing Spike's workload, as well as my own."

"Aren't you usally doing that anyway?" asked Ray, with a chuckle.

"Hey, I do my bit!" insisted Spike. "Mostly. Some of the time."

"Relax, I'm just messing with you Spike," placated Ray,

"Sure. Hey, Dusk, you seen that bowtie that rarity gave me? You know, the one with the little diamonds on it?"

"Not recently, unless you've eaten it," he joked. "Have a look around, it'll be here somewhere."

Spike nodded and started to search, while he and Ray engaged each other in conversation. He kept most of his focus on finding the tie and didn't pay much attention to whatever it was they were talking about.

The dragon had to admit that he hadn't been entirely sure about Ray at first and, to a degree, still didn't. Now he had been around a little longer with the group and, from what he could tell from the few times they had spoken, he seemed like an alright pony. In a way, it was pretty good to have another guy in the group, especially one who knew how to have a good laugh and was pretty fun to be around. In that respect, Spike liked him and he was good for Dusk, especially if it meant every time he tried to be modest, Ray would usually hit him with something.

It was a guy thing of finding pain a little funny.

Even so, Spike didn't know him all that well yet and that generated some distrust. Apart that he used to travel around a lot, he wouldn't really say much about himself or where he was from, only that he used to live in Idahoof. Even so, he didn't really elaborate on that or anything else about his early life. Anypony like that shouldn't be trusted too lightly and should be made to tell them, to ease some of the distrust.

At least, that would be the reason Spike gave if he was ever asked. The real reason that he felt a little hostile towards the stallion was that he had picked up on how Ray was around Rarity. He'd heard the edge in his voice when he spoke to her, the tone he took when he addressed her and he didn't like it one bit. Who the hay did he think he was, talking to a pony as perfect as Rarity like that? If he had his way, Spike would make sure that he would never treat her with such disrespect ever again. That would show him.

He didn't want to say anything yet, because he was Dusk's friend and didn't want that to deal with. But if he tried anything…

His ears perked a little, or at least they would have done, were they not inside his head, when he heard his lady's name being mentioned in the conversation. He paused to listen, to see if this was what he needed to act.

To his surprise, he found out that it was. Apparently, after taking a trip to the spa with Rarity and Fluttershy the previous day, Ray had got into an argument with the former and caused the latter to run off weeping back to her home. He could hear a tone of sadness in his voice, but that wasn't going to distract the baby dragon from the main issue here, as he was sure it would with Dusk, who was silently listening. Spike was about to turn around, to call him out on this and demand the reasons why, until he heard his next words.

"So, I just wanted to ask… what do you think I should do?"

Dusk was silent for a little longer. "Why come to me?"

"Well… you're first friend I've had, since… well, ever. Rarity seems to think a lot of you and… she's been your friend longer than mine," he explained, uneasily.

"I see…" He sounded a little unconvinced. "So, are you saying that you want to make amends for what you did?"

"I… I guess I am…" He still sounded a little awkward saying all of this. "I mean, I upset Fluttershy because of… well this and one of your friends… I knew I shouldn't have, even though I… yeah, I'm… I'm sorry for what I did."

"Shouldn't you be telling her this?" he pointed out.

"I would, but… come on, she won't want to see me and… I don't wanna screw this up anymore than I have." He did sound contrite about this, from what he could tell… "You and the girls are the only friends I've ever really had. I don't want to… well, lose any of you because Rarity and me can't get along…"

While Dusk lapsed into silent thought about all that Ray had said, Spike strained his ears to listen to anything else that might come up. After a few minutes, Dusk spoke up again.

"I think I might have a solution, that is if Spike is done eavesdropping."

The dragon whipped around to see the two of them looking right at him, Ray still looking unsure while Dusk was smiling a little.

"H-h-how did you know?" asked Spike.

"Considering that you haven't moved the whole time we've been talking, it's rather obvious." He was still smiling though. "Don't worry, it just saves me having to explain the situation, since you're part of my idea anyway."

"I am?"

"He is?"

"Indeed. Since Spike here is just about to go and see Rarity for a gem collecting session, it would be an apt opportunity for you to accompany him, Ray."

"What? You mean… he goes with me?" asked Spike to confirm.

"Yeah, I'm not so sure about this Dusk…" added Ray. "How will this help?"

"Quite simply because this will give you and Rarity a chance to get to know each other better, as well as give you a chance to apologize to her. Part of learning from your mistakes is learning why you made the mistake in the first place and getting to know Rarity better, I feel, will help to achieve that," he explained. "Plus, out of all of us, Spike is the best to help you see her in a positive light."

In the end, neither of them could argue with the line of reasoning. While Spike did feel some resentment towards Ray for how he had treated Rarity, this would help to give him a chance to fix his mistake and give him less of a reason to be mad at him. So it was that the two of them both left the library, making their way to the Boutique.

Before they had set off, Ray had offered Spike to ride on his back. Though he could keep pace with ponies, his short height sometimes made it difficult to keep up with anything more than a fast pace, so riding on their back was easier. Were he anypony else, Spike would have accepted, but he didn't really trust Ray enough to do that yet, especially since he hadn't technically apologised yet. So, they walked on in relative silence, partially awkward at that, for Spike was still judging on what Ray had said before.

It seemed like he was sorry for what he had done, otherwise he wouldn't have sought out Dusk for advice in the first place. It also looked like he was thinking about something, probably what he was going to say to Rarity when he saw her. The mare could be quite touchy when angered, so Spike didn't blame him.

He was conflicted as well though. His own feelings for Rarity still caused his suspicions to be raised, concerning Ray. Was he really going to say he was sorry or was he just saying that? Perhaps he was just taking this as an opportunity to insult her further, to trick her by pretending to apologise and then drop the bomb with another insult towards her. That seemed like a probable scenario, one of many, enough for Spike to make sure to keep his eye on him.

Plus, he'd wanted to do this with just Rarity and him, which Ray's presence had disrupted, so he felt some annoyance regarding that.

About half way there, Ray was the one who broke the silence. "So, Spike… how long have you been Twilight's assistant?"

"Ever since I was born," he answered. He decided to give him the benefit of the doubt for now and not respond with hostility.

"Really? That's quite a young age to be writing letters and fetching letters," he remarked.

"Well, not right away," he corrected, with a slight tone of annoyance. "Twilight looked after me until I was smart enough to hold a quill, then she started training me up to be her assistant."

"I see. And despite that, you're still considered a baby?" he asked, sounding quite surprised.

"By dragon standards, yeah. We apparently age and mature at a different rate that ponies do. While they're still learning how to walk, we're already running and talking in full sentences, so it's kinda faster," he explained.

"Ah right, I see," he nodded. "And I thought I was a clever kid because I could say 'cat' when I was two."

"Yeah, it does put you to shame a bit," chuckled Spike. "But, then again, that's us dragons. We learn faster than you, all of us can fly and we grow bigger than you."

"Along with your egos, apparently," remarked Ray, with a slight smile.

"Hey, there's nothing wrong with being proud with who you are," argued Spike.

"Good policy, I'm pretty much the same." He chuckled a little. "That's a lesson I'm still trying to get into Dusk's head."

"Yeah, I know what you mean," agreed Spike, starting to smile too. "I don't think I've ever met a pony with an ego so low, it's right next to dinosaur bones."

"Then it's about time we lifted it up, before he shies himself into an early grave," joked Ray. "Has he always been like that then?"

"Pretty much from the day I met him, yep," he affirmed. "Right from when he walked into the library, he thought he'd made a mistake by arriving early."

"He still seems to think he's a mistake," nodded Ray. "But I'll soon change that, one way or another."

"To be fair on the guy, he is getting better at it," defended Spike. "Not sure if that's due to our influence or yours, but he's at least accepting compliments more without stuttering them off."

"A small chip in a prison wall is still progress," he said in response. "Though I think I'm still facing a pretty thick wall myself with this."

"With what? Oh yeah, Rarity…" Though he was making him feel better about him with humour, Spike was now reminded of why he was here in the first place.

"Yeah… hey, what do you think of her Spike?" he asked.

"I think…" Spike sighed and blushed at the thought of her. "I think she's the most perfect pony to ever walk Equestria."

Ray's voice took on a slight tone of disbelief. "Really?"

"Of course! She's beautiful, she's smart, she's graceful. Her voice is a sweet as a bird singing and speaks with words that could hold anypony enthralled for hours. The clothes she makes are one-of-a-kind, just as much as the mare who makes them. She's caring, friendly, kind, charming and just the image of everything a unicorn should be…"

Once he was done, the silence brought him out of his trance and he looked at Ray, who was now suppressing a smile.

"You seem to think highly of her then," he remarked. "I would have thought so, considering the crush you seem to have on her."

Spike was hoping he hadn't been too obvious. "What?! Aw, how did you know?"

"Lucky guess," he shrugged. "Don't worry, I won't say a word to anypony."

"Right… thanks." He felt a little vulnerable, now that Ray knew his secret. "Just saying, I'm not sure what it is you might think of her but, whatever it is, it's wrong."

"Yeah, I think I might be seeing that now…" He looked thoughtful for a moment and Spike wondered if anything he said had an impact on him. "Thanks for that, Spike."

"No problem, Ray," he said, as they neared the Boutique. "Besides, I'm not the one who's on the wrong end of the horn here."

"Don't remind me." He stopped before the door and took a deep breath. "Well, here goes nothing then."

With Spike now feeling a little better towards him now, the two of them stepped inside to meet Rarity, Spike only now considering how she might react when she saw the company he'd brought.

* * *

To say that Rarity had been surprised when she saw that Ray Strike had accompanied Spike would have been a severe understatement. Not only did this mark the second time one of her friends had brought the stallion along to something that she was part of, but seeing him had been the last thing she had expected since yesterday.

Their argument hadn't gotten much better after Fluttershy had run off. Not only did the rapscallion have the nerve to blame her for upsetting the Pegasus, but he also expected an apology from her for what she had done. The sheer audacity of it had made Rarity so angry that she hadn't even stayed to finish off her usual. She had simply flung her robe aside, very gratefully turned her back on him and had stalked back to the Boutique.

He had seemed charming enough when she had first met him but, as they spent more time with him, she gradually noticed that he was being consistently hostile towards her. Nothing too obvious and she had dismissed it at first, but as it went on, she could not continue to ignore it. He'd never said why, but she had seen enough to know that he was rude and inconsiderate towards her. The session at the spa had proven that much.

She had hoped that this gem collecting session today with her little Spikey-Wikey would be an opportunity for her to calm down and focus on something positive, for she was still feeling some anger about it from yesterday. The very sight of him, however, had caused her anger to flare up again and she had to use all of her self restraint not to fling him out of the door and make sure he hit something hard on the way out.

Spike's insistence and the look he had on his face, however, had made her stop long enough to hear him out. From there, he had awkwardly apologised to her from how he had acted yesterday and that he was willing to make up for it by helping her out today. If she was willing to give him another chance, of course.

While he did, a thought had crossed her mind. Yet another time a new stallion she had met had come to apologise in her home. Though she preferred Dusk much better to be honest, because she wasn't entirely convinced by Ray.

After a few moments of consideration, she had answered, "Well, I suppose that if you are fully contrite, it would be improper not to extend the same courtesy that you have."

He looked a little confused. "So… do you…?"

"Yes, Ray, I accept your apology. As I have said before, a lady does not hold grudges and I shall deign to give you a second chance," she said, though still with formality.

His eyes seemed to narrow a little, but he kept a polite tone. "Right. Thanks, Rarity. I'm glad we've got that out of the way."

"As am I. I know that the way that you acted yesterday wasn't exactly acceptable, but I am always willing to forgive and forget," she said, a little more pleasantly.

"Hold on a minute," he said in a sharp way. "Why just me though?"

"Why, whatever do you mean?"

"No offense, but you weren't exactly acting like the friendliest of ponies yesterday either," he argued.

Rarity felt her temper rise again, but she controlled it. "Often when we say we mean no offense, we might end up causing it, I've noticed."

"Sorry, but that's just how I see it," he replied.

"Well, the way I see it-"

"Hey, hadn't we better get going?" cut in Spike, awkwardly smiling. "I mean, we got gems to collect, don't we?"

The two of them glared for a moment longer, before Rarity broke the silence and nodded. "Yes, of course we do. Lead the way then, Spike."

"Right you are, m'lady," he said with a bow, pulling off the cart they used.

"After you," offered Ray, though not with any politeness in his voice.

"You're too kind," replied Rarity with equal tone.

In a sort of tense silence between the two of them, they made their way towards the place Rarity used to collect her gems. She had feared that the diamond dogs would still be in the area and had first shied away from it, but their attitude towards her and some information from Dusk assured her that the area was once again safe to explore. This was lucky, for she had been hard pressed to find another place to gather them.

That and the fact that she had another escort this time made her feel a little safer. That was about the only positive thing she felt for Ray right now, for she was sure that he didn't really mean his apology when he'd given it. He'd taken that tone with her again just before and she suspected that it wasn't just a one off incident.

It turned out, she was right.

"Right," Spike was saying, "so usual routine of you track, I dig and retrieve?"

"I believe so, after all it's worked well in the past, hasn't it?" she replied with a wink.

Ray felt the need then to add his voice. "Why don't you get them then? Why does he have to?"

"Because I am the one who finds them and I simply refuse to get my hooves dirty digging and gathering them up," she answered curtly.

"I thought you'd say that," he muttered.

"And what exactly, may I ask, do you mean by that?" she said, only glancing around at him.

"I mean, that I think that-"

"Um, Rarity? Spell, please," requested Spike, once again cutting off the argument.

"Right, yes, of course." She cast the spell that allowed her to find gems. "Thank you, Spike. At least somepony here is being helpful."

"Or somedragon, right?"

She let out a welcome giggle from Spike's joke. "I suppose I do, yes."

"Can we get on with it?" snapped Ray.

Rarity ignored him this time, though it was a tremendous effort and set to work finding the gems before stepping back and allowing Spike to dig them up.

This was a full length gathering session, for her stocks of jewels she worked into some of her clothes had been greatly depleted over the last week. She hadn't even used that much, or at least she thought she hadn't, for whenever she went to check them, she always seemed to have less than before. That meant they had to spend at least an hour here, gathering up the necessary amount she needed to resupply.

Normally, this would have been quite fulfilling for Rarity, for it meant she could have a personal session with Spike. She didn't really know why, but she always did like it when she spent time with the baby dragon. It was, however, ruined somewhat by the presence of Ray, who only served to make things more tense and awkward that not even the occasional joke or light remark could ease.

She was just waiting for him to make some kind of snide remark, for he appeared to be trying hard not to say anything. Just like Rainbow, he couldn't keep his thoughts to himself, which wouldn't be so bad if she didn't know what they were or what the subject would be.

"Right," she said, by the time the cart was half full, "we still need a few more to find before we decide to head back."

Ray finally snapped here. "I don't believe this! Seriously?! How many gems do you need?"

"Quite a few, as it happens," she answered icily. "I incorporate quite a few of them into my work, so I do need them.

He halted, his eyes fixed on her. "Well, maybe…"

"Maybe what, Mr Strike?" she asked, striding over and facing him too.

"Or maybe you're just greedy and want as many as you can get."

"What?! I don't believe… how dare you even suggest such a thing!" she shrieked, shocked at the sheer tenacity of his accusation.

"Because no normal pony needs this many jewels!" he retorted. "The whole work thing is just a cover and you just use it to make more on the side!"

"Um, guys?" Spike tried to get their attention, but they ignored him.

"That, sir, is completely unfounded and untrue!"

"Prove to me that you don't!"

"Prove to me that you have some basis!"

"I don't need to, you're clearly taking advantage of Spike here!"

"Guys?"

"I most certainly am not! He volunteered to assist me, he always does!"

"Only after you flutter your pretty little lashes at him first! You're just using him!"

"Who are you to make such outrageous accusations against me?"

"The only one who can see through your lies, that's for sure! You're just like the rest of them!"

"The rest of who? What are you talking about?!"

"You know darn well who I-"

"GUYS!"

"What?!" They both whipped around to look at Spike, who was pointing at the ground.

They looked… and saw that it was cracking around their hooves, about to give way, weakened from their digging in the area.

"Oh dear," was all Rarity had time to say before it gave way.

* * *

"So, have we learned our lesson about staying up too late for studying?" Dusk asked Twilight, who sat at the kitchen table, rubbing her head.

"Yes, you've made your point," she insisted groggily, some rings still under her eyes and her mane in slight disarray. "My body is complaining enough about it, I don't need you adding to it."

"Well, both it and I are right, wouldn't you agree?" he asked, setting some fruit and toast on the table for her breakfast. "Sorry, this is all I could really find on short notice."

"It'll do, I just need something to eat." She smiled gratefully up at him. "Thanks for this, Dusk."

"I'm doing my duty as your coltfriend and your assistant," he said humbly. "Spike would be here to make it but… he's indisposed."

"As you've explained." She kissed his cheek lightly. "You did a good job anyway. You know, maybe I should take your suggestion to heart. The one where you said that you should do some house duties too?"

"Ah, yes," nodded Dusk, recalling now. "It's just some toast and fruit though, hardly a fry-up…"

"But it came from you, that's what's important. To me, anyway." She giggled at his blush and offered him a piece of toast. "So, Spike's with Ray already gone to see Rarity?"

"Correct." He accepted it and buttered it. "He said that he wanted some way to apologise to Rarity and this was the best idea that I came up with to do that."

"I had noticed some tension between those too," she admitted. "I certainly hope that they can work out whatever differences they might have."

"But?"

She blinked in surprise. "How did you know there was going to be a but?"

"Haven't you heard? I'm psychic," he whispered, chuckling a little.

"So I've noticed," she giggled. "I just wonder… will this actually work, or will they just get into another fight?"

"I considered that too, but he did appear contrite concerning the matter," he explained. "Also, Rarity has been willing to forgive and forget in the past."

"A lady doesn't hold a grudge," quoted Twilight in an imitation of her voice.

"Indeed," he replied in kind. "If the two of them are willing to reconcile for what they've done, this should bring them a step closer."

Forgiveness, he thought at the word, along with the growling again. Something that he might need soon enough… no, that wouldn't happen!

Twilight hadn't noticed this, being a bit more interested in her toast. "I suppose you have a point. "I guess I'll just do what you always tell me to do."

"Have faith?" he asked, glad to distract himself.

"Exactly," she agreed. "We'll just see how it plays out and hope for the best."

"That's the spirit." He placed some fruit on his own toast. "After all, what's the worst that could happen?"

Trying not to remember the last time he'd said that, he took a bite out of it and put it out of his mind.

* * *

The collapse was finished, the dust had now cleared and the only moving thing now was a baby dragon, frantically shovelling away at the rubble that had fallen over the hole, blocking it completely, trying in vain to break through.

Spike hadn't noticed the signs of stress until it had been too late. At first, he had been focused on trying to stop Rarity and Ray arguing again. He had felt quite a bit of anger and annoyance at the two of them, but mainly Ray, as he kept starting it and had the thought to remind him exactly why he was here in the first place. He'd stepped forward, only to see a crack originate from where his foot had been placed.

He'd looked up, seen more cracks appear around the area the two ponies were standing, but by the time he had managed to get their attention, it was already at breaking point. The two of them had then plunged into the darkness that opened beneath them, Spike scrabbling away to avoid a similar fate, only being able to listen to their cries echoing away.

Now, panic and fear had replaced his annoyance and anger, fuelling him while he dug away at the ground. After a while though, even he had to concede that his efforts were futile. There was too much rubble to try and dig through and he'd wear himself out trying. Though it pained him to do so, he ceased his efforts and slumped on the ground, panting.

He couldn't dig through himself and those two needed help. If they were still okay… no, of course they would be okay. Rarity had been when the diamond dogs had taken her, she would be this time. But they had carried her down, she hadn't fallen… would she be okay?

More worried than ever now, Spike decided he had to take action. Shooting back to his feet, he sprinted back to Ponyville as fast as he could. Those two needed help and so did he and, just like last time, he knew where to get it from. If they were still alive, that is.

"Hold on, Rarity," he whispered, "I'm coming for you."

And Ray, he thought too, if anything happens to her, you'll be sorry.

* * *

Falling. That was all Rarity could remember before she blacked out. Falling and screaming, tumbling down into the dark abyss. Then a sudden pain… and nothing. Just darkness. Except, now she was opening her eyes, she panicked and thought she was still unconscious, for she couldn't see a thing in front of her.

Was she still knocked out from… whatever had happened? No, she could feel things, was aware of being somewhere. The ground was cold and hard. A faint crumbling of stone came from nearby. A strange warmth was near her body, brushing against her.

Where was she… had she simply fallen out of bed in the middle of the night after a bad dream? That would explain the warmth and coldness, but not the floor beneath her… if it could be called that. The ground wasn't the wood of her floor, but it was coarse and hard… like rock and stone.

She remembered the last time she'd felt like this, but she'd been awake then. Awake while those brutish diamond dogs and kidnapped her. They hadn't done it again, had they? Did they want revenge? No, she couldn't remember them… or recalled having seen them, but could they still be here?

Now, calm down Rarity. Stop and think for a moment.

Slowly, she began to think more clearly, recalling what had happened. She had been with Spike… and Ray. They had got into another argument, with Spike trying to get her attention. She'd looked down, seen the cracks… not long after, that had been when the falling had started. Falling. Screaming. Not just her, but Ray as well. Then… she must have hit something and been knocked unconscious. But why had they fallen… they'd just been digging…

Wait, that was it! The digging! It must have weakened the ground beneath them, which were already riddled with diamond dog tunnels. Their own efforts must have been the straw that broke the camel's back, causing the whole thing to collapse benath them. Or a small portion of it, anyway. They were obviously underground, possibly trapped.

Wait… underground. That meant she was covered in…

"Dirt!" She could feel it now, all over her glossy fur and fine mane. "Oh Celestia, I'm covered in dirt! The shame, the humility! How awful this is! For myself and for…"

She cut off her own worries and new ones spiked up. Ray! He had fallen with her too, but where was he? Was he okay? Was he close by anywhere?

Wait, why exactly was she worrying about him? Almost from the moment he'd met her, he had been rude, inconsiderate and downright unpleasant towards her, with no explanation or provocation as to why and no apology, when she had been perfectly pleasant towards him. Even when he'd given her one, he was no better and was possibly even worse. Why should she worry about what happened to him? Why should she even care?

Because your friends will, said the thought that shone through the bitterness.

Yes, she thought, berating herself now for thinking such things. Whether she liked him or not, her friends obviously had some affection for him and was important to them. Even if he was rude, he still didn't deserve to be stuck down here, just as much as she didn't. They both needed to get out of here and she couldn't live with herself for leaving him behind. Even if he was rude. Her friends wouldn't let her.

She began to try and stand up, to make an effort to look for him. It was then she noticed something she hadn't before in her dirt panic. Something was wrapped around her midsection, something warm and furry… like the feeling that still lingered behind her. One that she knew well enough from previous affairs with stallions. The thing draped over was a foreleg, belonging to a pony, as did the warmth and there was only one other pony who had fallen down with her.

Though she couldn't see, she knew that this could only be Ray lying next to her. He had fallen with her and was now unconscious like she had been. He was still alive, for she could hear him breathing, could feel the warmth from the leg he had around her… almost protectively. She considered this strange fact for a moment, but pushed it from her mind after a bit. She could question that later, but right now they needed to get out of here.

Carefully, she moved his leg off her so she could stand, turned so her head was inclined in his general direction and leaned forward towards his prone form.

"Ray? Ray, can you hear me?" she whispered, adding a tentative prod with her hoof. "It's Rarity. I know my voice may be the last thing you want to hear right now, but you need to wake up."

At first, he didn't respond to her efforts and she began to worry he might be comatose. However, after a few more attempts, he started to respond. She could make out a faint murmuring under his breath, hear his body shifting a little.

"Ray? Can you hear me?" she asked, again in a low voice.

There was a low, indiscernible murmur in response.

"I'm sorry, what was that?"

The next response was clearer. "I said… I can hear you."

"Excellent," she said, breathing a sigh of relief, surprised at just how much she felt. "Can you stand?"

"I… I don't know…" He sounded confused and disorientated. "Where… where are we? What happened? How come I can't see?"

Still pondering over her relief that he was awake, Rarity explained as best she could where they were and how they got here. She tried to do it in such a way that he would understand, especially in his confused state and hoped she was being clear.

However, before she was even finished, he'd already recovered and was speaking more clearly now.

"Yeah, I remember now!" he exclaimed. "We fell when the ground gave way from our digging."

"I had come to the same conclusion too," she replied, surprised at how quickly he'd recovered his wits.

"Are you okay?" he asked her suddenly.

Surprised by his concern for her, she answered, "Yes, relatively. A little sore in places, but I'll be fine. Cup of tea and a bath and I'll be as right as rain."

"Right… good…" he acknowledged awkwardly. She couldn't see him, so she could only imagine what his face was expressing.

A tense minute of silence passed between them after this. Clearly, residual negative feelings existed, despite the situation they were in. Rarity tried to think of something else to say, but nothing really came to mind.

"You still there?" Ray asked, breaking the silence. She answered she was and followed with, "Where are we, anyway? I can't see anything in here and my voice seems to… echo a bit."

"It does rather," she noted, only realising that now. "I have an idea though, give me a moment…"

She cast her gem detection spell, hoping that there would be some nearby. Thankfully, there were and they provided enough light to illuminate the cavern with multi-coloured lights. As she expected, she saw cave walls and tunnels, some of them collapsed, along with wooden support beams over some of the entrances, abandoned carts and rusted metal tracks. From the looks of things, the diamond dogs were no longer present, not for a while anyway, so there was no chance of running into them.

Although, if they had, she might have been able to use her wits to trick them into showing them the way out. But they were on their own.

"Just as I thought," she said outloud, turning to Ray. "Now, all we need to do is to find- AGGGGGGH!"

Ray cringed from the shriek she emitted at the sight of him as it echoed around the cavern, though it wasn't entirely unfounded.

Unlike her, who had escaped the fall relatively unscathed, Ray was anything but. A long gash crossed his left eye and red, angry welts pockmarked the side of his face. Bruises were dotted all over his body and his right hind leg was caught under a rock. In addition to this, his body was also covered with dust and grime, something that would have been salt in the wound for Rarity.

"Try not to bring more rocks on top of us, how about that?" he asked irritably. "I don't think this is the most stable of places to be."

"My apologies," she said, ignoring his rudeness. "It's just that… well... you're in a bit of a state."

"I am?" He started to look himself over curiously, wincing when he touched his gash and whenever he moved part of his body. "Well, at least I'm only morbidly injured and not irreversibly dead, eh?"

"How… how on earth can you make a joke about something like this?" she asked incredulously.

"Well, we're more in earth than on earth at the minute. Or a bit of both," he added, with a slight smile.

"That's not the point!" she shrieked. "We're trapped, underground with no discernable way out. You are practically crippled from the state you're in, I'm not strong enough to carry you and all you do is make light of the situation!"

"Hey, I'm the one caught between a rock and a hard place here," he quipped. "You haven't got a pen knife, have you?"

"No, I most certainly do not!" she cried. "How can you be so nonchalant about this whole thing?"

"Because what's the point in worrying about it?" he asked, more sharply now. "It's happened now, there's no reversing it and no point in worrying about it. Might as well try and make a joke about it, because it sure as hay is better than panicking."

"Even so-"

"Besides, I heal pretty fast anyway, so it's no big deal." Before she could ask about it, he spoke up again. "Look, Rarity, it's pretty clear that we don't exactly like each other but, like you said, we're stuck down here and we're not gonna be able to get out of this without helping each other. What say we call a truce and you can yell at me all you like when we're outta here? Agreed?"

Rarity hesitated, looking down at his outstretched hoof, which appeared to be quivering a little from the pain he was no doubt in. She hesitated at first, held back by her own reservations about the stallion. In the end, she conceded the point and shook his hoof briefly.

"Very well," she said, using her magic to move the rock from his leg. "You'll have trouble walking on that. Here…"

"Thanks," he gasped, leaning against her and still trying to keep a smile despite the pain. "Lucky you weren't hurt as badly as I was. Wouldn't want to ruin that precious complexion of yours."

As they started to make their way along one of the tunnels, the one that inclined upward the most, Rarity thought a little bit about what he just said there, thinking past the snide comment he had added in… and the conclusion she came to shocked her more than anything that had happened since they'd fallen down here.

The reason why she had escaped the fall relatively unscathed while Ray hadn't, why he had been unconscious so close to her and why his leg had been around her now became clear. She must not have noticed in the sheer rush and panic of the fall, but there could only be one reason why. He had grabbed her deliberately, placing himself between her and the ground so that he would take the brunt of the damage.

She didn't know if he knew, if he even remembered doing this. He had appeared concerned for her, but he hadn't mentioned anything about this, when he seemed like the type who would. But why? Why, if he disliked her so much, would he risk severe injury and perhaps even death to make sure that she was safe?

Rarity didn't know the answer to this, but if that was the case… perhaps he wasn't as bad as she'd first thought.

They continued their slow journey without speaking, with nothing but the crumbling and scraping of stone and the faint magical sound of Rarity's spell filling the silence. Rarity was relying partly on first hoof knowledge of these tunnels, or at least what she remembered from when she'd been kidnapped and partly on the hope that, if they kept travelling upwards, they would soon reach daylight and safety.

There was some other common sense that she used too. The gems that glowed in the walls and ground would be more frequent deeper below the earth, so any passage they took, Rarity would make sure there were as few gems in the wall as possible and that it travelled uphill too. Thankfully, the two usually went hoof in hoof, meaning that they might find a way out soon. The sooner, the better. Ray wasn't especially heavy, but Rarity would have preferred to get him out before she started to sweat.

The stallion in question was remaining in a resolute silence as well. She could tell that he was abiding by the terms of their truce and that he was refraining from insulting in anyway. At least he was sensible enough to realise that animosity would only exacerbate the situation they were in, as she already had. The enemy of my enemy is my friend, Rarity thought. He was grimacing in obvious discomfort. Whether this was from his injuries or from his vicinity to her, she couldn't really tell, nor did she feel like asking.

The more she looked at him, the more Rarity just found herself even more baffled for trying to figure out his motives. He had shown many times before that he didn't exactly hold affection for her, quite the opposite. Yet, despite the resentment he harboured for her, for whatever reason, he had risked his life to keep her safe while falling. She always thought stallions were easy to figure out but, like Dusk before him, he had surprised her, in more ways than one and not exactly in good ways.

The main thing that was weighing on Rarity's mind was a question concerning him, one that she refrained from asking at first, for fear of aggravating him. However, after what seemed like hours of nothing but darkness and silence, she felt that she couldn't keep it under wraps any longer. If they were in a truce, she might as well try and understand why.

"Ray, there's something I feel that I must ask you." He didn't reply, so she assumed that he was listening. "I cannot help but notice that you seem to bear a certain… resentment towards the upper-class and those affiliated with them, myself for example and those who reside in Canterlot."

"What's your point?" he asked sharply.

"I am simply curious as to why, that is all," she answered levelly.

"Oh, is that all?" he shot back. "Why should I tell you anything about me?"

"Because after the way I have been treated, I feel I am owed an explanation," she countered.

"I don't owe you anything."

"You see, there. The resentment, when all I am trying to do is ascertain as to why."

"Why do you care?"

"I care because I have tried to be your friend, yet you have responded with hostility and rudeness," she snapped, persisting because she knew he was avoiding the question. "I want to know what it is I've done to offend you so."

Now, he hesitated and when he spoke next, some of the edge had gone from his voice. "It's not you. It's them…"

"Who are they, then?" She let her voice soften a little. "I just want to know why. If you want to make amends, this is the best way to do it."

Ray was silent again for a while. She stopped and gazed intently at him, waiting for an answer. Finally, he leaned away from her, slumping to the ground, hanging his head and not looking at her.

"Okay… you want to know? Sit down. I'll tell you," he instructed, in a resigned voice. Trying to ignore the fact she was sitting on… dirt, Rarity sat next to him, trying to look him in the eye. "Did I tell you all about where I'm from? Idahoof?"

"Not that I recall, but go on," she urged.

"You ever been there at all?"

"Not really. Apart from a few select locations, I've never really been outside of Ponyville," she told him.

"I see…" He looked up briefly at her. "You might like it there. Quite a few… upper class ponies live there," he growled.

"Is that so?"

"Yeah. Not as many as Canterlot, but enough… you'd fit right in there."

"That's nice to know, but we're getting off the subject," she reminded him.

"Yeah…" He considered his next words before continuing." I grew up there, as a foal. Not a bad place, really. Decent sized, stable, good ponies. Except… none of them seemed to like me. At all." He let that sink in. "I grew up alone in that city, because nopony liked me. I never knew why, nopony told me, they just… resented me."

"What about your parents?" asked Rarity. "Didn't they care for you at all?"

"I… I never had any. I mean, I probably did but… I never met them." She could hear a break in his voice now. "I didn't have anypony to take care of me, no friends, no family. Just me… trying to survive. To live."

Silence passed again between them.

"All alone?" Rarity didn't realise that her voice had dropped to a whisper. "By yourself?"

"Yeah… happy childhood, huh?" he remarked, with a bitter smile.

"I wouldn't say that." She leaned forward a little more. "You mentioned about the upper class?"

"Oh yeah, _them_." That edge was back again, but it wasn't directed at her. "They were the worst. The others, they at least kept it to themselves, but them… they could never just shut their mouths."

"How… how do you mean?"

"How do you think I mean?" he shot at her. "They treated me like I was nothing, worse than nothing. I was just worthless, dirty little gutter snipe to them, that's what they all thought! But did they ever try to help me or understand me? No! They just treated me like a piece of old trash, like they, with their money and their status, they acted like they were so much better than me because they were privileged. Because they felt that, with that wealth, they were somehow in the right! THEM!"

His shout echoed horribly around the tunnel and he was on his hooves now, glaring right at her with fire in his eyes. He collapsed again from the pain and sighed.

"I hated them for it. I swore to myself though that I wouldn't let them get to me, that I wouldn't become as bad, as worthless as they truly are. Because I had my own values, my own worth, which was more than they could ever have and I would never let them take it away from me." He looked up again, staring into nothing. "That's why I left, why I travelled. I found new places to go, new ways to laugh and be happy that didn't need them. I hoped that, maybe, I would find somewhere, anywhere that… that I could…"

As he broke down a little now, some tears trickling down his cheeks, Rarity looked on. She could feel the beginnings of her own tears now and felt so much shame for getting it so wrong. At last, she knew why. He had acted this way towards her because she reminded him of that, as Dusk might have done as well, when he no doubt told him where he grew up.

Rarity, of course, never grew up in anywhere like Idahoof or Canterlot. She had grown up in Ponyville and, though she had aspired and dreamed to be part of the glamour and glitz of the royal city, she could see now that not everypony would see it. Ray was one of those ponies. If she had any doubts of abandoning the social scene of Canterlot, for standing by her friends, they were gone now.

Now, there was a chance. Dusk had done it, what was to stop her from trying with Ray too? She approached him, placing a hoof on his shoulder. When he raised his head to look at her, she wiped away his tears and locked eyes with his.

"I understand now, Ray," she said softly. "You may have been rude and we may have fought, but… now I know why. And let me say that I am truly sorry, for what's happened. Nopony deserves to have lived with what you have had to."

He looked stunned by this, but she pressed on.

"I can see now, how I reminded you of what you resent. It's just how I prefer to behave, with class and sophistication," she said smartly. "I thought that you were just rude, but it's clear now that I have greatly misjudged you. I should have tried to see it from your perspective and not just assume the worst. Can you ever forgive me for that?"

He just stared up at her in shock from hearing this. She wondered at first if it was enough, but there was something now replacing the fire of anger in his eyes… and it gave her hope.

"Wow… I can honestly say I wasn't expecting that," he finally said.

"Neither was I," she admitted. "I do mean it though. I am sorry and I'm not just saying that."

"I know, I believe you. I see it now." He was smiling now. "You may act like them, walk, talk and dress like them but… you are nothing like them. You're something… so much better. You could teach them a few things really."

"Thank you," she replied, surprised that she was returning the gesture. "So, am I forgiven?"

"You are and… I'm sorry too," he added. "I was wrong to just assume the worst about you, based on what had happened to me. I just thought that… you were like the rest."

"One bad apple spoils the batch, as Applejack always says," she quoted lightly.

"Yeah, but I had to put up with more than one." Though there was still some of an edge, the lighter tone was winning over. "So yeah… sorry."

"Fear not, Ray, I forgive you too. A lady doesn't hold a grudge."

"You already said that," he noted, with a small laugh.

"Only because it's true, especially so when it comes to her friends. Do you think then, that we can be friends, Ray?" she dared to ask.

"Sounds good to me!" he replied with a grin. "Even if you are a bit of a snob."

"Only because you are quite the ruffian," she countered. "Now, I think we have lingered in these tunnels long enough, don't you?"

"My thoughts exactly. Mind giving me a hoof?" he asked, gesturing to his side.

"Certainly." She let him lean against her side, though in a more friendly fashion than before. "Shall we, then?"

"I don't know, shall we?" he quipped, making her laugh a little.

Though Rarity couldn't really tell how close they were to the surface yet, she could tell that the journey back up was going to be a lot easier than before. A significant load had now been lightened from their journey, one that she could easily tolerate. Now, there was something else she was thinking about. A letter she would need to write when she got home…

_Dear Princess Celestia_

_Not everypony's life is as idyllic and easy as some of us have. Bad experiences can happen to some ponies and the resentment they feel can prevent them from making friends, from deep-set personal beliefs._

_It may be difficult, but with a little understanding and cooperation, you can help to find the root of the problem and while you may not be able to treat it completely, you can at least make it so that friendship is still a very real possibility, as it should be for anypony._

_It took me a while to learn this, but it's safe to say that I and the pony in question are all the better for it._

_Your faithful subject_

_Rarity._

Yes, that sounded good. She had a feeling too that the Princess wouldn't be the only one happy to hear about this. The thought of seeing her friends again… no, their friends again. Their relieved faces and voices gave her added strength to continue.

It became even better when she saw signs of a light ahead and was about to point this out to Ray… when she saw them getting closer. She could make them out now. Two shining forms of ponies, one of and one of Ray, cantering in the air above and halting above them. With them came the sounds of hurried hooves against the earth, along with worried voices.

Ray stared up at his own puppet. "Is that…?"

"Who else could it be?" Rarity raised her voice now. "Hello everypony! We're down here, hello!"

Within seconds, they all rounded the corner and Rarity felt her smile grow at the sight of them all. Seconds later, they were on them, hugging, breathing sighs of relief, expressing how thankful they were they'd found them.

"That's the second time we've had ta come runnin' down here ta find ya," Applejack said after her hug. "Y'all gotta find a better place ta get yer rocks."

"I'm sharing those thoughts myself," agreed Rarity.

"Oh my goodness, we were so worried about you!" Fluttershy hugged Ray, but drew back fairly quickly, a blush on both of their faces. "We thought… you'd be stuck down here."

"Yeah, what a winning combination that would be," added Spike, hugging Rarity now.

"Nah, we were fine, weren't we Rarity?" said Ray, grinning at her.

"We certainly were, Ray," she answered, returning it.

"I saw that!" Pinkie was grinning now too. "You two made up then?"

"Indeed we have," affirmed Rarity, though she decided not to specify how. He could tell them what he had told her when he wanted to.

"This mean you too aren't gonna be trying to use heat vision on each other anymore?"

"Yep, although it would be cool to have heat vision," said Ray lightly.

"How about we settle for both eyes working first?" Twilight was looking over his wounds. "Most likely sustained from the fall. I think his leg's broken too."

"A stallion in a cave, being rescued by a group of mares after having his leg broken? Where I have I seen something like that before?" asked Dusk jokingly.

"At least there's no giant snake after us this time." Rainbow saw Ray's confused look. "Long story, I'll tell ya later. Right now, I think you need to get patched up."

"And after your recovery, I suggest a celebration. Fancy a trip to the spa, Ray?" Rarity suggested.

He grinned back at her. "I thought you'd never ask."

* * *

There we go, problem solved. A big thanks to Sci-fiwizardman for planning out most of this chapter and for his suggestion to use Ray in the first place. Needless to say I think I would be struggling a little, were it not for him.

Up next, Last Roundup!


	24. Last Roundup

**Last Roundup**

Change once again proved to be a constant feature in Equestria, as the end of February drew in and with it, the end of winter. Celestia started to raise her sun more, allowing its warm rays to once again bathe the land, the blankets of snow that had covered the ground melting away, allowing nature to reawaken once again. Animals were brought out of their homes from their long slumber, the southern birds were returned and everything was green and growing, bringing new life to Ponyville and all across the land.

Just like last year, everypony had gathered together in Ponyville for the annual Winter Wrap Up celebration. With Twilight in her new organisational position from the previous year, the transition from winter to spring went even more smoothly than last year, which had been more last minute and nerve wracking for her and Dusk when they'd tried to find their place. Now, she had even more time to organize everypony and bring in spring on time again.

Dusk had again enjoyed the experience of doing his part, waking up the animals like he had last year and with the bell-ringing system Twilight had established, it was just as efficient, although they were still allowed to go around with individual bells and wake them up if they liked. Ray had also found his place in the same position too, though Dusk had the impression it was for reasons other than liking animals.

He was also more relived that spring had come back. With the… unpleasant experience he'd had with winter this year, he was glad to have a time that reminded him of new life to distract his troubled mind. Even if he was trying his hardest to keep Doom under wraps, a little more help was always welcome and the coming spring, in addition to the process to bring it in, made the whole task even more welcome.

Many new opportunities and sights came with spring and one of those was what Dusk was preparing for right now, at Sweet Apple Acres with his friends. For the past few days, Applejack had been away in Canterlot, competing for the Equestria Rodeo competition. He remembered vaguely seeing posters for it when he'd lived there, but had never taken much interest in it. Now though, he was rather excited to hear about it.

They hadn't actually gone to see Applejack compete, for the rodeo lasted a while and they all had commitments here that were coming back full circle now that the winter holiday was over. They had, however, prepared this surprise party for Applejack when she got back, as well as given her a big send-off for it.

That had been fun…

* * *

_Dusk had arrived a little earlier than the rest of the crowds to town hall, where the populace would be gathered to see off Applejack for the competition. It was more out of a habit than anything else that he did and the first thing he saw was Rainbow Dash, putting up a banner with Applejack on it. He could also hear what sounded like lightning strikes from somewhere, but he moved to greet his friend first._

"_Coming along well I see," he noted._

"_Should be, with me on the case," she answered confidently. She really had improved since the whole 'crush' incident and things were pretty much back to normal now. "Just need to hammer this last bit in and-"_

_She was cut off by a bolt of lightning that shot past her and singed her tail, one that Dusk had to jump back to avoid._

"_What in the world…?" His question was answered indirectly by Rainbow's next words._

"_Now, careful, Derpy!" she warned to a pegasus pony, who was bouncing on a storm cloud. "Don't want to do any more damage than you've already done."_

_She gestured to the town hall, the roof of which collapsed in, as if on cue. However, Dusk was more focused on the mare she was talking to. Her fur was a dull grey, her mane and tail a dirty blonde, a trio of bubbles as her cutie mark. She had an innocent, almost care-free expression on her face, as she stood on top of the cloud. The feature that caught his attention, however, was her eyes. Neither of them were looking in any one direction and looked unfocused._

_He was looking because he'd met this mare before, though she had never introduced herself to him. She'd been rather abashed last time. He waited to get her attention, while she resumed bouncing on the cloud._

"_I just don't know what went wrong," she said in a light, perky voice before being electrocuted by lightning._

"_Yeah. It's a mystery," Rainbow muttered sarcastically._

"_You okay there?" asked Dusk._

"_Don't worry, I'm used to that," she replied brightly. A smile perked when she saw him. "Oh, hey there trilby pony!"_

"_So, you do remember me?" he noted, as she flew down to meet him. _

"_Sure I do!" Her expression became apologetic. "Sorry again for almost dropping that piano on you. Twice."_

"_It's already been forgiven. That muffin you gave me saw to that, one of the best I've eaten," he complimented._

"_Thanks. I made sure it tasted good, just to let you know how sorry I was. It's one of the things I like to do."_

"_Well, it worked, though just the apology would have sufficed. Still, we've never been formally introduced. I'm Dusk Noir," he greeted, holding out a hoof._

"_That's a nice name. I'm Derpy Hooves. Nice to meet you, Mr. Dusk!" She held out her hoof, but completely missed his. He had to move his over to shake it. "Oops… sorry."_

"_Quite alright," he assured. "I understand if you… well…"_

"_If I what?" she asked._

"_Well… if you have… difficulties with…" He found to be too polite to say what he had in mind for fear of offending her._

"_Oh, you mean my eyes?" She didn't appear offended by drawing his attention to them. "Don't worry, I get that all the time."_

"_What do you mean?" he asked._

"_I'm sure you don't wanna know about all that…"_

"_Very well," he said gently. "I understand if you don't want to tell me."_

_Her expression brightened a little. "You… you really wanna know?"_

"_Only to offer some help, if I can," he told her. "Again, we've only just met, so I understand if you don't feel comfortable sharing that."_

"_That's… that's really nice of you." He felt his cheeks go warm a bit from that. "I just… they can cause some problems sometimes, my eyes. Enough that some ponies call me… Ditzy Doo. You know…" _

_He felt a small well of pity for her. "I'm sorry to hear that. Is there anything I can do?"_

"_No, I'm fine, but thanks for the offer anyway."_

"_May I ask, what is it? Is it a medical condition or…?"_

"_Actually, my left eye is the okay one, it's the right one that doesn't stay still. Righty just likes to wander around a bit, see?" Now he noticed, he did see that her left eye remained focused on hi, while the other seemed to move every time she blinked._

"_It must be… difficult living with that. I'm sorry to keep mentioning it…"_

"_Don't worry, at least you're being nice about it," she said brightly. "Actually, it's not that bad. It means I get to see things most ponies don't and, if I really concentrate…" She scrunched up her eyes for a few seconds and when she opened them, both were facing forward. "Ta-da! See, no problem."_

"_That's good to know," he said honestly. "I sympathise, Miss Hooves, having some eye trouble myself."_

"_Yeah, thanks. Even so, it can be a little tough sometimes," she said sadly. "I can live with these, but it kinda means I'm a little clumsy."_

"_I'm sure it's not that bad."_

"_There, all done!" Rainbow said from above, having hammered in the last nail for the banner._

_Derpy flew up to have a look, teetering around awkwardly. "Nice work, Rainbow Dash." She didn't quite look where she was going and her rump knocked into a support beam._

_The result was that, impossibly, the whole thing broke and fell on top of Rainbow as she tried to stop it falling, crashing through the wooden floor and into the basement of town hall._

"_I stand corrected, it seems," muttered Dusk, trotting over to the hole as Derpy peered in._

"_You okay, Rainbow Dash? Anything I can do to help?" she called down. _

_Rainbow shot back up in an instant. "No! Nothing! In the name of Celestia, just sit there and do nothing!"_

_That was precisely what she did, parking her behind on the ground. He heard a loud slam, the sound of wood breaking and finally the floor collapsing again, Derpy grabbing Rainbow in an attempt to stop herself falling. In the end, both were dragged down. _

"_Oops. My bad," Derpy's voice echoed. _

_Dusk was about to offer help, when he realised that a large crowed of ponies had already gathered, all of them chanting Applejack's name enthusiastically. The mayor stood at her podium on the stage and raised her hooves to call for peace._

"_Everypony, can I get your attention? Attention please!" The crowd ceased their chant to listen. "Yes, we are all here to send Applejack to compete in this year's Equestria Rodeo competition in Canterlot." She allowed them to cheer and clap in appreciation. "And, I want to thank Applejack in advance, for generously offering up her prize money to fix town hall."_

_Derpy, perched from the hole she'd made, threw in her own support. "Yeah, Applejack! Whoohoo!" Dusk caught her before she felt again, levitating her out with his magic. "Thanks, Dusk."_

"_Speech! Speech!" called Pinkie._

_Applejack looked abashed. "Oh, shucks. Ah'm not much fer speeches."_

"_Alright then, no speech!"_

"_Buuut, this here is the nicest send-off anypony could ask for. Y'all have been cheering me on in every rodeo since ah was a little, little pony. So it seems only fittin' to use ma winnings to fix up town hall. Ah promise to make Ponyville proud." _

_Once the crowds had dispersed, the rest of them gathered at the train station to say one last goodbye before she got on the train._

"_Ah want you ta show all them high-falutin' rodeo ponies what a real rodeo pony's like!" Granny Smith told her._

"_You betcha, Granny Smith," she promised._

"_And bring back all that money!" added the Mayor._

"_You betcha, Mayor."_

"_You make sure you knock those high flying, uptight ponies down a peg," put in Ray, hugging her while she patted him on the back. "Ow! But don't knock me down!"_

"_Sorry, Ray. Don't y'all worry, all ma prizes oughta help ya on the road ta recovery," she joked._

"_I knew there was something the doctors were missing." Some of his bruises still remained, his leg was bandaged, as was the gash on his eye, but he was coping well enough with his injuries._

_Or if was in discomfort, he didn't say much about it._

"_You'll be the best out there," said Dusk. "Perform to the best of your abilities and they'll all see."_

"_And have fun. And don't be nervous. Or if you are, use that nervous energy to do even better than you already would! And eat peanuts and popcorn and taffy and taffy gives lots of nervous energy!" Pinkie stuffed some sweets into her mouth at this._

"_Like he said, just do your best, Applejack," advised Twilight._

"_Ah'll do better than ma best!" she promised._

_The guard's voice reached their ears."The train to Canterlot is about to leave! All aboard who's coming aboard!"_

_Applejack smiled a little sadly. "Guess that means me."_

"_Seeya in a week!" called Rainbow._

"_With lots of new blue ribbons!" called Apple Bloom._

"_And lots of money!" repeated the Mayor._

"_Darn tootin'!" She climbed on the train as it started to pull away, sticking her head out of the window. "See y'all in a week, with a big bag full of blue ribbons!"_

_They all ran after the train until the end of the station, with the exception of Ray, who couldn't put pressure on his leg. Even so, he hobbled after it as fast as he could, Fluttershy watching him rather closely as he did._

"_And drink sarsaparilla!" They all stared at Pinkie for this last remark. "What? It gives you extra sass."_

* * *

A week had now passed since Applejack had left for the rodeo and they were all eagerly awaiting her return. Everypony, including a few other members of the Apple family, had assembled in the barn to assist with hanging up the decorations. Applejack had been greatfly missed over the past week and they were all excited to her again.

That and the party was another welcome distraction for Dusk for… other reasons.

"Oh, I hope Applejack is surprised by this surprise party!" said Fluttershy, while she hung up a banner.

"Well, that is the point," said Rainbow, attaching a streamer to it.

"I know, but I hope she isn't so surprised she's startled, because while being surprised can be nice, being startled can be... very startling."

"Surprise!" cried Pinkie, sending her to the floor out of fright.

Or she would have, if Ray hadn't darted forward and caught her before she hit the ground.

"Oh, Pinkie, you startled me." She blushed furiously now. "Thank you, Ray…"

"Huh?" He looked up like he'd just noticed what had happened. "Oh, right. Yeah I… just acted, I guess…"

"Sorry! I was just practicing my "surprise!" for when we surprise Applejack with this super cool party for becoming rodeo champion of Equestria! Surprise!"

"Well… thank you…" She rose rather quickly now, her cheeks still flushed. "Oh wait, you're not hurt are you?"

"Why would I be hurt?"

"Well… your um…" She gestured to his general figure.

"Oh, these?" The majority of his bruises and welts were gone, the bandaging on his leg and eye less now, but there was still some signs of it. "Nah, I told you, it's fine." He grimaced a little as he tried to push himself up.

"Are you sure? Here, let me…" She gave him a little support, helping him back up.

"Thanks and really, I'm fine with this." He shared a smile with Rarity. "It was worth it, believe me."

"Well, it is very much appreciated," returned the debutante, levitating a banner with her magic.

"Here, want me to get that?" He started to limp over, his own horn glowing, but Rarity stopped him.

"No, thank you. I'm quite capable with a simple banner."

"Come on, gimme something here!"

"No, you've done enough." She forced him to sit. "You just rest up now."

"What makes you think I'm gonna take orders from a snob like you?" he demanded, though he was grinning.

"Because the snob knows that the doctor said you should rest until you are fully recovered."

"Yeah, and that same doctor said I'm making great progress."

"You can fail the final leg if you put in too much."

"Who are you to talk to me about failing legs?"

"Still arguing then," Twilight whispered to him.

"I noticed. They're like an old married couple," he noted.

She giggled at this. "Don't let them hear you say that."

"Duly noted." He smiled towards them, Ray trying to stand up again and Rarity once again pushing him to the floor. "Still, you never know, stranger things have happened."

"Like what?"

"Like they're actually friends now."

"Fair point."

"And you and me happened, but that's something else entirely." He felt a sharp pain from a turnip that hit his head. "Ow! How did…?"

"I heard that!" called Ray. "I have ears like a fox!"

"That's a little strange. Why don't you have ears like a pony?" he returned.

"Was that a joke? I think that was joke! You see," he said, tapping his nose, "the system works."

"Quiet, you two, I think Applejack's coming!" whispered Twilight urgently.

They all dived into their hiding places and turned off the lights. Dusk could feel his excitement mounting as the door opened and he jumped up with the others with a cry of…

"SURPRISE!"

"Surprise!" cried Pinkie, a little too late. "Aw, shoot!"

The recipient, however, wasn't Applejack. "Wow, this is the best surprise ever! How did you know it was my birthday?"

Twilight met the mailpony outside, took the letter off him and slammed the door on him. Dusk didn't have long to feel sorry for him until Pinkie left him a slice of cake, hoping he wouldn't be too disappointed.

"Who's it from, Twilight? What's it say?" asked Apple Bloom.

"It's from Applejack." She read it aloud.

_Family and friends, not coming back to Ponyville. Don't worry, will send money soon._

"That's all there is," she said, turning the note around.

Everypony had already gasped part way through the note and now they were in complete shock at the end of it, Dusk included. He didn't even need to deliberate on his own thoughts for what had happened, for everypony soon voiced them for him.

"Applejack's... not comin' back?" Apple Bloom dared to ask.

Rainbow looked flabbergasted. "What do you mean Applejack's not coming back?! She loves Ponyville!"

"And she loves Sweet Apple Acres!" put in Granny.

"And she loves her family!" Apple Bloom's bottom lip started to quiver

"Oh, something just dreadful must have happened to Applejack to make her not return!" exclaimed Rarity.

"That's what I was thinking as well," put in Dusk. "This is most unlike her."

"Maybe she's hurt, or sad, or scared!" Fluttershy despaired.

"So, what are we waiting for? Let's go find her!" ordered Rainbow.

"I second that!" agreed Ray and nopony else argued against it.

"Don't worry. We'll search all of Equestria if we have to. We'll bring her back," promised Twilight to her family.

Apple Bloom sniffed but looked hopeful. "Y'all are the best."

"Good luck to ya," Granny wished.

Twilight nodded and, as one, the group ventured out of the barn and towards the train station… until they were stopped.

"Hey, wait up for me!" Ray called, hobbling after them.

"Ray? You're coming too?"

"No, Dusk, I'm just coming to see you off and wave goodbye from the train station," he said with a roll of his eyes. "Forget that, there's no way you're leaving me behind."

"We appreciate it, Ray, but we've known Applejack longer than you have," pointed out Rainbow. "You don't have to come along with us."

"Uh, yes I do," he said, as if it were obvious. "It'll be boring here without you guys."

"Don't you need to stay here and rest?" asked Fluttershy.

"I think we've already established I'm not doing as I'm told where that's concerned."

"Even so, you should-"

"Don't try and get rid of me, Rarity," he interrupted. "You're right, I haven't known Applejack for as long as you guys. Heck, I probably wouldn't have even been worried by that letter, if I hadn't seen how you all reacted to it. Despite that though, she's as much my friend as she is yours and I'm worried about her too. You're gonna have to knock me out to get me to stay."

Dusk could see the others looking around unsurely. Whether it was due to the state that he was in or the deeply personal feelings to do with this, combined with the fact he hadn't been around as long, he wasn't sure. But one thing he was sure about was that his fellow stallion had him convinced.

He admired him for that. He'd known the girls for about this long when they were first in trouble and he'd still hesitated before going to help, stopped by his fear and attitude to himself. Ray had put himself forward, without hesitation, even though he was injured, to put his efforts in to help find their lost friend.

"Thank you, Ray," he said, the first to speak up. "We might need all the help we can get."

"You know it," he winked. "Besides, I was planning to ask her for a job at the farm when she got back. Now, I'm a little bit annoyed that she's not even here to be asked."

Rainbow laughed. "Maybe that's why she's not back. She knew you were gonna ask and decided to skip town rather than face you."

"Then that just increases my annoyance. Now, are we gonna stand around talking or are we gonna get our Applejack back?"

"Ooh, the second one?" piped up Pinkie. "Even though we're doing the first one right now, but we should do the second one, because that sounds better."

"Okay then, I guess there's no dissuading you then. Can you keep up with your leg?" Ray nodded and saluted. "Right then ladies, gentlecolts, let's move out!"

They all galloped towards the station at full pelt, Ray doing an admirable effort to keep up with them, though they did have to stop and wait at times. Once they got on a train to Canterlot, they reviewed over what they were going to do. Since Dusk knew he wouldn't be able to track her, due to possible distance, so they were all given a photo of Applejack to ask around for her, to see if anypony had seen her.

Even though all of them were going to be putting their efforts in, Dusk was still worried about what might have happened to her. She had strong emotional bonds here in Ponyville, both with her family and her friends, both of which she remained dedicated and loyal to. Were he a betting pony, he would say the chances were higher of Discord reforming or Trixie losing her ego than Applejack ever abandoning her home.

She wrote that she wasn't coming back, but she didn't say that she was never returning. Perhaps she only intended this to be temporary. She'd said that she would send the money later. Had she been attacked and had her money taken, now she was in pursuit of the criminals to get it back? It seemed unlikely, but it would explain not telling them so as not to worry them and fit with her attitude of trying to solve problems by herself first, before asking for friend's help.

He just hoped that, whatever had happened, she was alright and that they would find her. He hated puctring the idea of them failing to find her, returning to Ponyville and having to tell her family that they hadn't been able to find her. That and he didn't want her to go… he missed her, as he would if any of them decided to leave.

Have faith, he told himself mentally. We'll find her. We have to…

Once they arrived in Canterlot, they ran straight for the last place that she would have been seen, at the rodeo arena where the contest was held. Armed with their photos and a determination to find their friend, they split up and asked around to all of those present if they had seen her. There were some other entertainers there and some cleaning staff for the aftermath, so it stood to reason one of them was bound to have seen her.

However, hours passed as they carried out their search and not a single pony gathered had seen her. If they had seen her, they didn't know where she had gone after the rodeo. They kept hope for as long as they could but, eventually after the majority of the ponies had gone, even they began to feel like they were never going to find her. Dusk had tried using a puppet to track her just so he could say he had tried, but it had just stood still and not moved. Wherever she was, she was beyond his reach.

Then, just when things had seemed hopeless, they finally found a lead which put them on the right track, quite literally. One of the contestants recognised her and told them that Applejack had last been seen boarding a train to a desert outpost called Dodge Junction. Their hopes partially rekindled, they had quickly boarded another train and set off for it.

Even though they had this lead, some of them were still acting rather forlorn about finding her.

"I hope this lead doesn't turn out to be a dead end," said Rainbow, staring out the window. "I don't wanna go home empty-hooved after promising we'd find her."

Fluttershy was in agreement. "I don't know how we'll break it to the Apple family."

"I don't know how we'll break it to Ponyville!" added Twilight.

"I don't know how I'll make it to the next stop!" screeched Pinkie, desperately crossing her legs.

"Pinkie, we did say for you to go while we were in Canterlot," reminded Dusk.

"Yeah, but I didn't need to go then, but now I do!" she insisted.

"Just hold it in," encouraged Ray.

"I don't know if I can! Are we there yet?"

"No, we're not," replied Dusk patiently.

"How about now?"

"Still travelling."

"What about now?"

"Do not make me turn this train around!" yelled Ray.

Dusk turned to him. "How can you turn it round? You're not even driving and we're not a track station or turn table."

Ray only smiled knowingly. "You underestimate me, my friend."

Dusk looked around to see everypony was smiling a little more from that, added to the fact that they were now actually pulling into the station and tried to bolster their spirits.

"Have faith, girls. We'll find her. If she is here, I can use my magic to track her now."

"I hope so," Twilight said, standing up to leave. "Just in case, we'll fan out and try to find her separately."

Dusk nodded, looking around the junction, which reminded him a lot of Appleloosa in its construction, mainly because of the buildings obviously meant to be fitting best in a desert environment and the dress code of those who lived here. Apart from one cherry harvesting business, there wasn't anything of notable interest about the town. It was often described as rest stop before heading off somewhere more interesting.

Dusk was just about to prepare his spell when Pinkie dashed by to an outhouse, knocking him down in the process.

"Hurryhurryhurryhurryhurry! Hurry it up in there!" he heard her urge frantically to whoever was inside.

Just as he stood up and was about to rejoin the others, he heard a very familiar voice emerge from the rest room.

"Huh, some ponies. Sheesh."

He was shocked for a moment, not expecting to have found her so quickly, but a slight adjustment of his askew glasses told him it was definitely her. He could already feel the smile and relief break over him, while he and Pinkie called the girl's attention to where she was, galloping after her and reaching her first.

"Well, fancy running into you here," he said with a grin.

Looking her over, she appeared to be unharmed or in distress in any way. However, at the sight of him and the others rushing over, she looked less happy and more… well, worried. Before he could ask about it, however or she could reply, the others joined them.

"Oh, Applejack, thank heavens!" Rarity said.

"We're so glad you're safe!" added Fluttershy.

Pinkie was still chanting nearby. "I found her, I found her, I found her, I-"

"Uh, Pinkie? Didn't you have an… issue to attend to?" reminded Ray.

"Oh yeah. Thanks Ray, be right back!" She rushed to the restroom again and slammed the door behind her.

"Uh, hey, everypony. What's up?" the farm pony greeted nervously.

Rainbow was straight to the point. "Why didn't you come back to Ponyville?!"

"Yes, why are you here?" Rarity asked, looking around with obvious disdain.

"Are you okay?" asked Fluttershy with concern.

"Do you have any snacks?"

"Can I have a job?"

They all looked at Pinkie and Ray for a moment, for their rather respective, out of place questions concerning the situation, but decided not to be distracted from the current issue.

"Tell us what happened, Applejack!" demanded Twilight.

Her eyes darted about nervously and she shuffled on her hooves. But before she could say anything, a newcomer arrived in the form of a beige-coloured mare, with a grand mane cut, curled tail and yellow ascot.

"Applejack? Are these some -a your Ponyville friends?" she asked in a cheery tone.

"Yes ma'am," answered Twilight.

"And you are...?" Rarity asked.

"Why, ah'm Cherry Jubilee, boss-a Cherry Hill Ranch. Hasn't Applejack told ya? Ah saw her compete at the Equestria Rodeo. Never saw anypony win so many ribbons in all ma life," she said proudly.

Applejack looked away sheepishly. "Aw shucks, Miss Jubilee. Ya don't have ta go inta all that."

"Oh, she's so modest. Anyway, ah can always use a pony with quick hooves and a strong back. So, when ah heard Applejack was lookin' for a change of scenery, ah snapped her up as quick as ah could and brought her ta Dodge Junction." They all exchanged disbelieving looks from this explanation. "Well, ah'll let you catch up with your friends. See you back at the ranch."

Rainbow was the first to ask what they were all thinking to a slightly sweating Applejack. "'Change of scenery'? What's that supposed to mean?"

"No big deal, guys. Ah thought cherries would be a nice change from apples, so ah took the job and came here. That's it. End-a story," she said quickly, turning her back on them.

"That's it? Well, that's a terrible story!" said Pinkie

"Yes, sorry to say, but I feel that isn't much of an adequate explanation," voiced Dusk.

"Sorry, but that's all there is to tell." She started to walk away, barely looking back. "Thanks fer checkin' on me, but y'all can go home now. Tell ma family hi, and that ah'm doing A-okay."

"Excuse me, AJ," Rainbow snapped, blocking her progress and glaring, "but we didn't travel all over Equestria searching for you to come home without you!"

"Well ah didn't ask you ta come lookin' for me!" she retorted. "There is nothin' to tell and ah am not going back to Ponyville!"

They watched after her until she had gone before conferring among each other.

"I don't care what she says, Applejack's not telling us something," Twilight said.

"Ray, you're good with this kind of thing. Thoughts?" Dusk asked him.

"Twilight's pretty much said it," he agreed. "You can tell she's hiding something."

"Really? You… can?" asked Dusk, feeling a stab of fear for his own secret.

"Yeah…" Ray's gaze lingered on him for a bit, before talking again. "Short explanation, avoidance of the subject, nervous eyes and a tiny little bit of sweat. Like an owner of a café being asked what the weird white thing is you found in your food and that you think the drink looks like it's been spat in."

"That's a very specific example," noted Rarity.

"Believe me, there's a reason for it," he answered.

"Whatever, you're both right," said Rainbow. "We gotta get her to spill the beans."

"What?! She had beans? Ugh, I told her I was snacky!" groaned Pinkie.

"Anyway, do you have any ideas, Twilight?" asked Fluttershy.

Both she and Dusk looked at each other and back at the group.

"Give us a moment," she requested, leaning in closer to Dusk. "Right, we need to find a way to talk to her without her avoiding us."

"It would also have to be at a place where we could have constant access to her," he put in.

"Perhaps find out where she's staying and wait for her?"

"No, she could just as easily lock herself in her room and avoid us that way. We really just need to bring her back to Ponyville."

"And how do we do that? Brute force? That would look rather strange, a group of seven ponies dragging another, kicking and screaming onto the train while trying to keep her quiet."

"Good point, you're right. The best way is to get her to go willingly and the root of that would be finding the cause of why she's here in the first place."

"Which brings us back to square one. We need somewhere we could get access to her…"

"Somewhere we could talk to her without her avoiding us…"

"Somewhere like…" Their faces brightened at almost the same instant. "Are you thinking what I'm thinking?"

"I think I am," he replied confidently.

"Wow. Are they usually like that?" Ray enquired to Rainbow.

"More than you'd like, less than you'd hope. Have the eggheads hatched a plan?" she asked.

"Yes, we do," they said simultaneously.

Within the hour, they initiated their plan to make Applejack say more about what had happened in Canterlot. They'd all gone to see Cherry Jubilee and asked her if there were any jobs they could have while associating with Applejack. The mare had been delighted and understanding to take them on, so she assigned the girls as cherry pickers and Dusk to run on the machine with Applejack to convey the cherries along. Ray, due to his injured state, was given the job of placing the cherries from the baskets onto the machine, so as not to exert himself.

They were lead into the sorting room, just as Applejack was starting her shift, explained as to what they should do and set to work with the sentiment to 'have fun'. Applejack was, of course, suspicious of their intentions and warned them that there was to be no questions concerning Ponyville while they worked. She added a glare to Dusk, who was running right next to her, but he just held her gaze, not shying away.

He and Applejack started at a gentle trot on the wheel, turning the mechanism that moved the conveyer belt with the cherries on, which Ray was putting on one at a time from the other side of the wall. Occasionally glancing at Applejack, he caught Twilight's eye and her wink, the signal to begin their interrogation.

"So, Applejack, how did you enjoy Canterlot?" She glared at him, but he kept his composure. "You said not to ask about Ponyville, I'm asking about Canterlot, completely different."

"Canterlot was fine," she answered dully.

"Was the rodeo fun?" put in Twilight.

"Yes."

"Did you meet some nice ponies there?"

"Some."

"Really?" Rainbow darted over, an excited look on her face. "Did you see Wild Bull Hickok? What about Calamity Mane?"

"Yes, saw 'em both."

Rainbow grinned in an attempt to lighten her attitude, but Applejack remained stubbornly tight-lipped and didn't say anything further. Their intention was to try to discern exactly why she had decided not to return, without directly referencing Ponyville, so they could try and help her. The trick was getting her to open up.

Rarity asked the next question they needed, now that small talk had failed. "And how did you meet Miss Jubilee?"

"Um, well, Miss Jubilee had a cherry stand at the rodeo. Real good treats."

While she was being asked about this, she sped up from a gentle trot to a fast walk, so Dusk had to walk faster to keep pace.

"Um, excuse me?" Nopony paid note to Fluttershy, continuing to listen to this new information.

"Cherry winks, cherry cheesecake, cherry tarts. We struck up a conversation bein' orchard folk and all."

"So you told her about Sweet Apple Acres?" Twilight asked.

"Yes."

"Did you tell her why you weren't going back?" demanded Rainbow.

"No, 'cuz it was none of her business!" she shouted back, now speeding to a jog, along with Dusk.

"Ooh... Can you please slow down?"

"Is it because I made it rain on you that one time?" asked Rainbow.

"No!"

"Help!" Out of the corner of his eye, he could see they were having trouble at the conveyer belt, with Ray no doubt having to place on more cherries to keep up with it.

Twilight tried her hoof. "Is it because you were insulted when I gave you that book on organized orchards?"

"NO!"

Now, she was galloping full pelt and Dusk, who didn't much in the way of stamina as it was, started having difficulty maintaining the speeds, panting and knowing he'd have to slow down and rest at some point.

He was also growing a little more frustrated with Applejack not telling them, as well as her being inconsiderate towards him.

"Is it because you were insulted when I insulted your hair?" asked Rarity.

"No no NO! I'm not telling you why, so just–"

"Just tell us!" he growled and he knew it was in a slightly deeper voice than normal, along with a glare.

Except that was all he needed to slow down. He fell and ended up being spun around the wheel, unable to stop himself and the world whizzing by in a circular blur.

"STOP!"

"Hey, guys!" he heard Ray yell. "She said- WHOA!"

Now, she stopped, screeching to a halt. The force of the sudden stop was enough to catapult Dusk from the wheel and send him smacking into the wall, sliding down in a heap. He was vaguely aware of a loud splat and simultaneous gasps from everypony present, but was in such a daze from the dizziness and his head, that it didn't really register.

He raised his head, tried to stand up, wobbled a bit and fell back down, this time into some squashed cherries.

After he'd been given some time to recover, he found out what had happened in those few seconds. Ray had stuck his head out of the hole where the cherries came from, had fallen on the belt and ended up being buried in a mountain of red and yellow fruit, having to be helped out by an anxious Fluttershy. Some of the cherries had hit Applejack, who had left the room covered in juice and angry at them all.

They reviewed the situation while cleaning up the mess they'd made, Dusk silently thankful nopony appeared to have noticed his little lapse there. It was nowhere near as bad as the last one, but still… it was enough that he felt more aware than ever.

"Well, girls and guys," Twilight said, cleaning up a patch with a mop, "we seem to be striking out."

Rainbow threw down her mop. "That's 'cause we're playing too nice."

"Yes. Desperate times do call for desperate measures," reasoned Rarity.

"It's time to call in the big guns." Everypony looked right at Pinkie Pie, knowing exactly what she was thinking.

"Wait… surely we don't need to go that far?" whispered Dusk.

"I know… it seems… cruel," Fluttershy agreed.

"I know where you're coming from, but I don't think we have much of a choice here," said Twilight, though not without some fear in her voice.

"I know… but still…" Fluttershy didn't even finish her sentence.

They all nodded, knowing exactly what she was referring to.

Everypony except Ray. "Hold on, what can she do that the rest of you can't to make her talk?"

"Exactly that. Talk." Rainbow only gave him a knowing smile and some ear plugs. "Just wear these, stand back and watch.

Taking places behind trees or bushes out in the orchard, all wearing ear protection, they stood back and watched as Applejack bucked the cherries out, soon approached by Pinkie Pie. She started to help Applejack with the harvesting and talking to her, though they couldn't hear what she was saying. Not long after, she went into a full tirade of talking, a bombardment of babbling and properly perplexing procrastination. It really was remarkable as to how much she could talk about… anything.

Applejack was clearly trying to resist, walking away from her and making an effort to focus on anything other than the flood of speech spilling from Pinkie's mouth. But everypony had their breaking point, even one as stubborn as Applejack and soon, even she couldn't stand the raw power of Pinkie talk any longer.

Dusk liked to call it the Final Solution.

"No! Make it stop, make it stop!"

Rainbow darted over, covering Pinkie's mouth while she continued to jabber away. "The only way to make it stop is for you to spill the beans."

"Never!"

Rainbow smiled wickedly, pulling away her hoof. "Speaking of beans, did you ever realize how many words rhyme with 'beans'? Lean, mean, spleen, unclean, bean..."

"Alright, alright! Ah'll tell everypony what's goin' on! Jus' please stop talkin'!" They all emerged from their hiding places at this.

"Whoa… all that just from her rambling?" Dusk nodded in answer to Ray's question. "Wow… that's some power."

"But with great power comes great responsibility," replied Dusk. "One we must never, ever misuse."

"Right…" He looked unsurely at Pinkie for a moment, but returned his attention to Applejack with the others.

"But... can it wait 'til tomorrow at breakfast? Ah'm plum tuckered out."

"Tomorrow, huh? I don't know..." Rainbow remarked suspiciously.

"Do you Pinkie promise?" asked Pinkie.

Applejack sighed and did the actions. "Ah will tell you the whole truth at breakfast. Pinkie promise."

Ray stared again in disbelief. "Pinkie promise? She really is something else."

"Yes, although we're still trying to figure out what exactly," added Dusk.

* * *

Dusk awoke earlier than the others and began to make his way to where Applejack was staying at the inn. He hoped to be the first there, to try and get some proper answers from her, perhaps sympathize with her, in private, about how he knew how it felt to hide a terrible secret. All without telling her about his own, of course.

He was just rounding the corner to her room when he found that she was already leaving. Obviously, from her time on the farm, she was an early riser too.

"Good morning, Applejack. On your way to breakfast?"

She started and whipped around, smiling uneasily. "Oh, uh… howdy, Dusk. What um… what y'all doin' here?"

"Well, you know how I am with waking up early and I decided to meet you for breakfast," he explained. "Shall we, then?"

"Right. Well… heh, t'aint no need fer that, sugarcube," she laughed nervously. "Y'all can head on back ta bed, no need ta get up on ma account."

"That's nice of you to offer, but…" Now not only noticing her jittery disposition, he noted too that she wore her saddlebags. "Are you going somewhere?"

She started again. "Wha…? Why do ya ask that?"

"I just noticed your saddlebags. Have you packed to come home already?"

"No! Ah mean, yes, ah mean… in a manner-a speakin'," she stammered. "Ah just um… like ta be prepared, ya know? Just in case?"

"It didn't take long for you to change your mind then," he said, feeling all the more suspicious.

"Heh, guess not. Suppose that um… ya'll bein' here helped ta change that. See sense an' what not."

He felt disappointment sink in even more. "Applejack, as one poor liar to another, I can tell you that you're doing a worse job than even I could manage."

"Now, Dusk… let's not be hasty here."

"I would say that you were planning to encompass every definition of the term, before I showed up." He let how he felt show on his face. "Applejack, why are you trying to hide from us?"

"Ah… ah jus'… ah was gonna…" She stopped and sighed. "Ah just… can't tell ya, ah can't."

"Why not? We're your friends, you shouldn't be trying to hide from us." He took a few steps closer. "If you won't talk to the others, at least talk to me. Help me understand."

"Dusk, ah can't tell ya, ah just can't! Ya can't know, none-a can." She looked up, a hint of regret in her eyes. "Fer the record, ah'm real sorry for what ah have ta do."

"Applejack, what are you-?" He got the answer in the form of her turning suddenly, bringing up her rear hooves.

He only just had enough time to raise a shield, but it was still enough to buck him down the hall and smack into the wall. He felt the pain in his back and his vision was blurry, for his glasses had fallen off. He put them back on, just in time to see her gallop out of the door and out into the street.

Shaking off the anger and betrayal from the fact she'd attacked him, he stood up and shouted down the hall for the others.

"Everypony! Applejack's trying to get away! Quickly, we need to get after her!"

"She's what?" The first head to stick out of the door was Pinkie Pie. "She's… she's…" Steam poured out of her ears, her eyes narrowed, turning yellow and red, with an expression that could reduce a dragon to a quivering wreck.

"Pinkie…?" Ray was also arriving now, his eyes locked on her. "Are you..?"

"NOPONY BREAKS A PINKIE PROMISE!" she cried in a distorted voice.

"…I'm scared…"

"Come on!" she rallied, the others all galloping out of their rooms and out into the street, where they could see Applejack jumping on a stagecoach. "Applejack! YOU PINKIE PROMISED! Get back here!"

Her eyes widened, she yelped and flung the reins, sending the four stallions pulling into it speeding off down the streets. They ran as fast as they could, even Ray, but on hoof, they had no chance of catching up to her.

"She's gonna get away!" Pinkie screeched.

"Oh no, she won't! Look!" Twilight pointed to an empty cart, with enough room that they could all fit into it.

After fixing Rainbow and Fluttershy to the harness and hopping in, they were soon after her, tearing down the streets of Dodge. Bewildered ponies had to stop as it came, or dive out of the way, but the two pegasi made sure to hit anypony as they went. With both of them pulling, they were soon catching up.

"Oh, we have you now!" Pinkie cried.

"… Still kinda scared…"

"Either man up, or get off!"

"Yes ma'am."

They closed the distance between them, they would soon catch up. Just a little closer…

Suddenly, Dusk had to hold onto the side as the cart screeched to the left. A rabbit had hopped into its path and Fluttershy had to stop to avoid it. Once the mammal in question had left and Rainbow had finished glaring at Fluttershy, they resumed their chase.

The pursuit took them out of Dodge and into the desert, the wind whipping through their manes and dust kicking up in the wheels, which were a blur with the speed they were going at. Once again though, they were catching up to the stagecoach.

They pulled up to the side, close enough that Rainbow rammed the cart into the side of the carriage, in an attempt to ram her off course.

"Whoa!" Applejack wobbled in the seat. "What the hay?"

"Pull over!" ordered Rainbow.

"Hey! Cut that out! Whoa!" She rammed it again, but she still wouldn't stop.

Why wouldn't she stop? Why did she keep running? Why did she… she attacked him. She kicked him! He'd tried to help and she'd kicked him!

Dusk now felt his anger at her boil over again, to the point where he wanted to make sure she wouldn't get away. Whipping off his hat, he lowered his head and let loose with a barrage of colour pellets at the coach, splintering at some of the wheel and whizzing over Applejack's head. Trying something else, he hardened his hat and threw it at the coach, knocking it at the side.

He caught it with a spell, brought it back and was about to try again, when he felt a hoof on his shoulder.

"Dusk, wait!" Twilight called. "If you damage it too much, you might hurt Applejack and the ponies pulling it!"

"But I-!"

"Dusk, just stop!" The pleading note in her voice brought him to his senses and he once again suppressed the anger, calming himself down.

"I… I'm sorry, I just… I forgot myself…" he muttered. "This whole thing, it's just…"

"I know," she sympathised. "But don't worry, we're not going to let her get away."

"Right… you're- DUST!"

He shut his eyes, just as a cloud of dust covered them all. They all coughed to get it out of their lungs, watching the coach pull away again. She'd ridden fats enough to leave them literally in the dust.

Rarity brushed some out of her fur. "That was rude!"

Pinkie wasn't discouraged. "Get them! GET THEM!"

"Come on, Fluttershy!" bolstered Rainbow and the two put on extra speed, catching up to the rear within seconds.

Applejack was at the reins, desperately urging her drivers to go faster, but they pulled up alongside again. Close enough to jump the gap, Pinkie took a chance and dived over, landing right next to her in the seat.

"Applejack, you broke your Pinkie promise! Apologize!" she demanded.

"Pinkie, ah did not break my promise!" argued Applejack.

Anger turned to confusion. "Wha?"

"If y'all reckon back, ah told you that ah would tell you everything at breakfast. But ah didn't come to breakfast. Ah _couldn't_ come to that breakfast, not if it meant telling y'all what happened."

"Well, I... I..."

"Ah'm sorry, Pinkie, but ah can't tell y'all the truth. Ah just can't."

Couldn't tell them the truth, just like him… now, his anger had been replaced by pity and made him feel even worse about his actions before. But he didn't have long to feel sorry for himself.

"Well I heard a sorry in there, so that'll have to do for now. I'll get a real apology later. Raritycatchme." Without warning, Pinkie jumped off the stagecoach and fell towards the fashionista.

"What? Pinkie-!"

Before she could move, before Dusk could grab her hoof, Pinkie crashed into her, cutting her scream short and forcing them both off the cart.

"Rainbow, go back!" called Twilight.

"No time! They knew what they were getting into!"

"We can't leave them there!" Ray shouted. "Go back!"

"If we do, she'll get away and then we might never catch her!" She glanced back at Ray. "I'm sorry, but we can go back for them later."

"But… fine then…" He didn't look happy, but Ray complied. "My turn now…"

Dusk knew how he felt, but he also knew they had no choice. He turned to comfort her, but gasped when he saw that he was gone. Had he fallen too? Up ahead, he saw his answer, on the coach with Applejack… even though she was still a good distance away.

The others all noticed this too.

"How the hay did he manage to get on that coach? We aren't even close to it!" Rainbow asked incredulously.

"It doesn't matter, look!" Twilight's hoof pointed to the two of them, Applejack swinging her hooves at him to get him off, while Ray did his best to dodge.

But that wasn't the only thing. He could hear a steady chugging to their left and looked to see a train coming along the tracks. Applejack's coach had picked up speed, no doubt intending to lose them between the train if she got over the tracks first.

Dusk leaned forward, like he could will their cart to go faster. He saw Ray get hit, lose his hoofing and wobble on the edge of the seat. The train barriers were lowering, the locomotive speeding closer and closer, as was the coach. Would Applejack make it? Would the coach get hit?

She made the tracks, the train in inches. Ray couldn't hold any longer, fell just before the train, hurtling to the ground.

"Ray, NO!" Fluttershy galloped impossibly faster, her eyes fixed on the falling stallion.

Twilight and Dusk looked at each other, nodded in silent confirmation and prepared their magic. Just as they reached the wall of train carriages whizzing by in front of them, just before Ray hit the ground, Dusk caught him in an aura, while Twilight lifted the cart, Rainbow and Fluttershy spreading their wings.

It was perfectly well timed. Ray landed back inside and they soared over the train, over Applejack and landed on the other side.

"Phew… that… was close." Ray grinned at Dusk. "Thanks for the save."

"My pleasure," he assured.

"Oh my goodness! Are you okay?" Even though she was completely out of breath, Fluttershy was more concerned for Ray then for herself.

"Don't sweat it, pun intended, I'm fine." His smile softened as he looked at her. "You did great. Thanks…"

Dusk would have deliberated more on the notable blushes the two of them had, but there wasn't time. Though she had lost her coach, Applejack was still trying to escape.

"Not so fast!" Rainbow pulled out of her harness and took after her, Dusk jumping out and following, intending to bounce above and cut her off.

Rainbow got there first, tackling her, the two of them tumbling to the ground. The force caused Applejack's bag to open, the contents spilling out onto the desert ground. The yellow of the sand was decorated with many different colours of ribbon, shining in the sun.

The farm pony, stuck under Rainbow, buried her head in her hooves. "Fine. Now ya know."

"Know what?" asked Twilight.

"Well, just look!" she yelled, despair in her voice.

"I am. You won an amazing number of ribbons, just like Miss Jubilee said!"

"Just like we said you would," added Dusk.

"Yeah. I've seen Final Fantasy books with less ribbons than what you have," put in Ray.

"Don't you get it? There's every color of ribbon down there. Every colour... but... blue." She sank to the ground, her head bowed. "Ah came in fourth, third, even second, but ah didn't win one first prize, and ah certainly didn't win any prize money."

"But the telegram said you were gonna send money," remembered Rainbow.

"That's why ah came here. Ah wanted to earn some money. After that big old send-off Ponyville gave me, ah just didn't have the nerve to come back empty-hooved. Ah couldn't come home a failure." She walked away from them, unable to look at them out of shame.

Pity and compassion for his friend was all that Dusk felt, as he was sure that all the others did too. Of course she'd be ashamed of herself, the old Applejack pride shining through, but for her failure to win for herself, but for her friends. Her family… how could one not admire that?

Twilight broke the silence.

"Applejack, you're not a failure."

"And we're your friends!" added Rainbow. "We don't care if you came in fiftieth place! You're still number one in our books.

"What she said, even if it was corny," agreed Ray.

She dared to turn her head around. "So... yer not upset, or disappointed?"

They all shook their heads, though Dusk added, "Apart from of course feeling a little annoyed that you didn't just tell us from the beginning."

Like I can talk, he thought…

"But what about the mayor?" she asked, still unconvinced. "I don't think I can face her and tell her I didn't get that money to fix the broken roof."

"Applejack, we can always find a way to fix that hole in the roof," dismissed Fluttershy. "But if you don't come back, we'll never be able to fix the hole in our hearts."

Twilight and Fluttershy nuzzled up to her, finally reconciled. Dusk was about to, but he felt inappropriate doing it. Applejack, however, didn't miss this and walked over to him, looking uneasy again.

"Y'all were right, Dusk. Ah shoulda jus' said from the start. Ah was empty headed, ta think y'all wouldn't try comin' after me. Ah'm sorry ah… ah kicked ya. Can ya forgive me?"

"I already have," he said in a heartbeat. "Even though your hooves did leave quite an impression. Remind me never to get on your bad side."

"That ain't never gonna happen?" She turned to Twilight. "Permission ta hug yer stallion?"

"Granted," she smiled.

"Thanks." Now, he didn't feel as bad… even though his own guilt still niggled away at him, during the warmth of her embrace. "Still, ferget about ma bad side, ah ain't never gonna get on yers."

"Yes, indeed…" Dusk looked away, knowing what she was referring to.

He heard a sniff from above and saw Rainbow wiping away her tears. "Darn it! Now you got me acting all sappy!"

"Is it always like this with you guys?" Ray asked, a smile of his own on his face.

"Mostly, yes. You're not discouraged, are you?" he brought up.

"Are you kidding? No way!" He laughed and grinned wider. "That was the most exciting thing I've ever done! Period!"

"I thought you might say something like that." A question raised in his mind. "How did you get on that coach anyway?"

"I have my methods. Now, I believe we have two mares in distress to save?" he noted.

"Oh no, Rarity and Pinkie!" Twilight gasped. "I completely forgot in all that happened. Let's go and find them."

"I'm glad you didn't." Ray hopped back in the cart with them. "After all, who am I meant to have arguments with if she's gone?"

* * *

Not too far away from Ponyville, in the town of Hoofdale, in a small basement, full of design ideas and paper from various sessions of brainstorming, there was a palpable excitement in the air, particularly from two of the three present.

Flim and Flam eagerly looked over the blueprints that they had been given, carefully examining them to see if it fit in with their designs. To their utter delight, they found that not only was it possible to build this machine they needed for their cider business, but that they could do it with the materials they had.

"At last, my brother!" Flim said excitedly. "Our prayers have been answered!"

"You see? I knew somepony would notice our idea soon enough!" replied Flam in an equal tone.

"How right you were, Flam, how right you were!" He looked back at the pony who had given it to them. "My brother and I cannot tell you how grateful we are for this. These designs are brilliant!"

The stallion, a grey-furred Pegasus, simply smiled. "I thought you might like them. I'd heard about you two and your ideas and I feel the same. We could all do with easy access cider, in great amounts for everypony."

"We're very glad to hear you say that and to use these designs to finally achieve that aim," said Flam. "If there is anything we can do to repay you, ask away."

"Actually, there is one thing." He pulled something else out of his saddlebag. "I've already told you of my interest in cider and was wondering if you'd add this to one of your samples. It's a small ingredient, that might help improve its flavour."

They took it and looked it over. It was phial of liquid, that was a strange swirling mix of different colours, including purple, red, gold and black. Neither of them had seen anything like it before. They were about to ask, but they had no reason to doubt this stallion. He clearly knew what he was talking about, with these plans and the way he presented them, why doubt this.

Besides, it might help them make a little more money, if it did work.

"Why, certainly," they said without hesitation. "Anything to improve the quality of Equestria's favourite drink."

"Thank you. Just two things I need to ask of you when you try it. Make sure the first town you go to is Ponyville and that, when you present the machine there, give the first sample of this ingredient to this pony." He gave them a photo. "I hear he'd be more than willing to try it out."

"Again, your wish is our command," they both replied. "Now, let's get to work constructing this magnificent creation. We can have it ready to roll in a few days."

"Just make sure you don't mention me," he added, his smile growing wider. "I want it to be a surprise for him."

It didn't sound like an unreasonable request and one that they could easily fulfil. After all, the pony in the picture was quite distinctive, with the trilby hat and glasses he wore. It really would be no trouble at all.

* * *

Oh deary me, what's going on here? This ain't good, now is it?

Up next, Super... you know what, I can't be bothered to type it, you know how it goes.


	25. Super Speedy Cider Squeezy 6000

**Super Speedy Cider Squeezy 6000**

_He couldn't see. Not even a little bit. Not the trees he ran into, not the stones he tripped over, not even the grass beneath his hooves, which felt dry and dead. All of his surroundings were hidden. Darkness encroached all around him, only a small bead of light providing what little hope he had left. That's what he was going for._

_It was his only chance. He could hear him, in the dark behind him. Crashing through the trees, barrelling through bushes. That growling, more like an animal than a pony. He was coming. He had to get away._

_Suddenly, he felt something grab his leg, twist and hold it tight. He whipped his head around, something else grabbing hold. The shadows were coming to life, writhing like snakes and holding him in place. The sounds were getting closer. More were coming to hold him down, to keep him there until their master arrived._

_But he wouldn't let him. He reached into his magic, sending out a light flare. It obliterated the shadows holding him, providing some light. For a second, he could see the forest around him… he saw his jade eyes, reflected in the dark. That only gave him further motive to run even faster than before, stumbling over his own hooves to get away._

_He made tracks for that tiny light again. He didn't know if he'd escape. No matter where Dusk went, or what he tried, he always came back. Angrier every time. Why didn't he just leave him alone? Why was he always tormenting him? _

_His lungs were burning, his breathing rapid and hard. His heart was pounding against his chest. The sounds were getting closer. But so was the light… yes, he was going to make it! Just a little further and he'd be safe. He could feel the coldness of the shadows trying to capture him again. He moved, not letting them, putting on one last burst of speed._

_Dusk galloped on, his hooves pounding against the dirt. Just a little further… almost there! He ran out into a clearing, knowing he'd made it and…_

_Nothing. There was nothing. The forest was behind him, but all that was in front of him was a wall of rock. Too steep to climb. Too wide to go around. All that was behind him was the monster that made his way closer every second. He was trapped. But… but there had to be another way. Had to be!_

"_Has faith failed you, brother?" He whipped around. Doom had caught up, a look of triumph on his face. "Nothing to save you?"_

"_No, NO! Keep back!" He cast a desperate spell, but he easily dodged it._

"_As pathetic as your attempts to run." His own horn glowed grey. "My turn!"_

_The shadows shot towards him, a mass of tentacles like a monstrous octopus. He flared again, trying to keep them back. But there was no end to them and he couldn't keep it up anymore. They wrapped around him, he tried to struggle, but he didn't have the energy._

"_So, the end draws near," growled Doom, stepping closer towards him. "You put up a fight, Dusk, I shall concede that much. But your fight is over, my time is now."_

"_No, no, NO! No, I won't let you!"_

"_How sad." He leered over him, his teeth as white as his mane of bone. "My face will be the last thing you ever see…"_

"_Stop!" He could feel those hooves touch his head, possibly to crush it like a grape. "Please, no! DON'T PLEASE!"_

_But they didn't crush his head. Instead, they began to gently caress his face, like a mother comforting her frightened child. That's all he was here. But… why was he doing this? And why did he feel metal instead of hoof? He dared to open his eyes… and felt utter relief when he saw who was gazing back._

"_Luna…" He could already feel tears form in his eyes. "I… I mean you… you…"_

"_Fear not, Dusk," she whispered, holding him close. "You are safe now. He cannot harm you, not while I am here…"_

"_I know…" He felt so safe with her, his fear evaporating. "I thought that, this time… you weren't…"_

"_My student, no matter what, I will never abandon you to this fate," she said gently. "I will always be here, to keep your darkness at bay while you sleep, the light of my stars watching over you."_

_There was only one thing he could say to that. "Thank you…"_

_She didn't say anything else, but began to sing instead, a song that carried the peace her night brought and reminded both him and her why she did this to begin with…_

Fate has been cruel and order unkind  
How could you have sent me away?  
I sit here and gaze into stillness alone,  
The darkness and silence pervade

But here in my prison, my thoughts they won't fade  
Of power, and glory, and praise  
Till your blinded eyes, can see your own lies  
The stars will recount my last days…

* * *

Combined with the sun faintly glowing through his curtains and the feelings that his dreams typically brought on these days, Dusk arose from his slumber at the usual time for every morning. His sheets were in some disarray and there was some cold sweat caking his forehead, but he was otherwise fine. He'd had quite a while to get used to waking up to this, not much longer to begin hiding it from anypony who might ask.

Making the habit as usual not to dwell on his dreams, he made his bed, gave Ophelia a few gentle strokes by way of a good morning, donned his hat, glasses and necklace and went to the kitchen to make his breakfast. While he sat down at the table, with a cup of tea and some toast, even though he meant not to dwell on the subject, he did find his thoughts wondering to his dreams.

They'd been filled with the usual. They'd been getting a little worse after the incident in Canterlot, as had his little 'phases' during the day. Doom, chasing or fighting him in some way then, just when things seemed hopeless, Luna would arrive. To save him, to push back his darkness into the depths of his mind where he belonged and keep his dreams peaceful and calm.

That was essentially how things worked with keeping him at bay. When he was awake, he had to rely on his own mental focus and determination not to let his darker self into his mind, not even for a moment. It was only when he might lose control for a few seconds that he might come through, but he always managed to push him back again. Then, at night, Luna would lend her much more capable power to stop him plaguing his dreams and taking over his mind while it was at its most vulnerable.

It was a system and it worked… so far. But he always had the fear that perhaps, one day, it wouldn't be enough. He already had little slip-ups more recently these days, whenever he lost his temper, that would allow Doom a few seconds of access. Somepony or something would usually allow him to regain control and push him back, but it had usually been due to luck that he'd been around others at the time. His friends, Twilight… but what if it happened and they weren't there?

Then, there were the dreams. At first, Luna had continuously urged him to tell the others about Doom, to get it out of the way and get them to help. But he was always adamant in that he just couldn't, for fear of what they might do. In the end, she had stopped bringing up the subject, but still provided a source of comfort and protection for him in the tumult of his nightmares. Perhaps because she knew how he felt where that was concerned…

He always dreaded though that, one day, she might stop, in a bid to get him to reveal the truth. Like the reason she seemed to wait before intervening was to remind him of who, or what, was still present, no matter what her efforts…

But she always came. She was always there and he could keep back Doom during the day, as long as she would do so at night. They both knew what might happen if he returned and were resolved to prevent it happening. They'd manage, of course they would… and the others would never need to know. Never…

It was just when he finished his breakfast and brushed his teeth that he heard a knock at the door. Making sure he was reasonably presentable, he went to answer it and was met by the sight of his partner in sophistication.

"Good morning, Rarity," he greeted politely. "How's my favourite fashion friend today?"

"All the better for seeing you, darling," she returned, with her charming smile. "I hope I wasn't interrupting anything."

"I was just on my way out, but if you want to come in for some tea, I'm sure Twilight won't mind my being a little late," he offered.

"What and spoil your perfect record for arriving on time? I wouldn't dream of it. In any case, I've come by to collect you for your marefriend while she saves us a place in the queue," she explained.

"Ah yes, cider season starts today at Sweet Apple Acres," he recalled. "I'd almost forgotten about that."

She tittered a little. "It's a good thing I reminded you then, otherwise you would have arrived at an empty library with possibly no cider of your own. We can't have that now, can we?"

"Wouldn't dream of it." He closed his door and stepped by her side. "After you, madam."

"Why thank you, good sir," she replied smartly. "I am relieved that Twilight is saving us a spot. Apple family cider is simply to die for, as I have no doubt you'll remember."

"I do, yes," he said, calling to mind when they'd celebrated his getting together with Twilight. "I mean no offense, but I'm a little curious that she's not here to… collect me, as it were."

"I thought you might be and none taken. Well, I had remembered that little drink we had to commemorate your becoming a couple and felt insistent on coming to get you," she explained. "I explained to her that I wanted a little one-on-one with you and she does trust me enough not to steal you away, so here we are."

"Well, either way I don't mind. I always like talking to you, as much as I like spending time with her. I mean, in a friendship capacity."

"Aren't you a flatterer," she giggled. "I was a little surprised myself when I realised it. Five, almost six months since you two started out and still going strong."

"I would never have believed we'd have lasted one month myself," he confessed. He then realised what he just said and flinched to prepare for an impact of something.

Rarity, however, did nothing but titter again. "Have no fear, dear. Mr Strike may have recruited some of the others in his cause, but I refuse to raise a hoof against you. How could I even begin to consider such a thing?"

"Right… thanks, Rare."

"I do see the point he has, but there are better ways to raise one's confidence that don't involve the use of blunt objects. I mean, this is one example," she said, gesturing to herself and him.

"I'm afraid I don't quite understand."

"You and I, dear. We complement each other easily, enjoy the other's company and have a good rapport, when before you would have been tripping over what to say to me without sounding foolish." She smiled a little at the surprise that probably registered on his face from how well she knew him. "You've changed quite enough for me, I think."

He felt a smile tug at his mouth from how touched he was. "Thank you, Rarity. That means a lot to me…"

"See, you're even starting to accept compliments now, when before you would have merely blushed and mumbled." A thoughtful look came over her face. "Perhaps I should compare notes with Ray, see if it's down more to me than him and get him to stop hitting you."

"I wish you luck with that." He faced her completely now. "You really think I've changed since then, haven't you?"

"Of course, darling," she insisted. "I'm sure Twilight would say the same. I mean, five months is nothing to sniff at. The love you two must have for each other, I can only imagine it."

For some reason, Dusk found himself surprised by the use of that word. "I… I suppose…"

"What do you mean?" Rarity frowned a little at him. "You have told Twilight that you love her, I presume?"

"Well… actually… no…" he admitted. "I… think I've tried saying it once, but… no."

Rarity widened her eyes in surprise. "No? Why ever not? I would have thought that, after all this time, you would have said it at least once."

"Is that a bad thing?" he asked.

"Not necessarily. I mean, you two seem rather happy even though you've never said it. Either of you?" He nodded in response. "Hm… I wonder if…"

"If what?" He felt a little worried now from this revelation.

"Hm? Oh, never mind darling," she dismissed. "Just be sure to tell her when you have the chance. You don't have to but it's just a suggestion."

"I'll bear that in mind." They lapsed into silence and that got Dusk thinking again.

Why had neither he nor Twilight ever said that they loved each other? They clearly enjoyed each other's company a great deal and were rather intimate. Surely love was a large factor behind that, one that was stronger than love that they had for their friends. What was the ancient Pegasus word for that again? Phileo was friendship, eros was romance, two of the four kinds of love that they defined. Surely the love they had defined as eros.

It was true that he had tried telling Twilight that. It had been on their first date, when everything had seemed so perfect and peaceful. The world around her had ceased to exist, like when they kissed for the first time at Canterlot after Discord was defeated. In those moments, he'd felt something more strong and more powerful than anything he'd ever experienced and he knew that she was the cause of it.

But, then again, she'd never said that either. He recalled some separate occasions when she had been about to say something along those lines, but she would always change it to something else, something more moderate. Like she was tentative about using the word, for some reason, like when she'd reacted when he'd joked about them being husband and wife. Did that have something to do with it? Or was that just him jumping to the worst conclusion again? Maybe she did love him, but wasn't sure whether or not to tell him.

Then again, neither of them had ever experienced anything like this before, so how could they be sure? How could he be sure? Did he love her?

He pushed those thoughts away when Sweet Apple Acres came into view, deciding to think more about it later. He might as well enjoy himself now, especially since it looked like he wouldn't get much of a chance to if he didn't. The whole town had turned out for cider season, the line starting from the end of the picket fence all the way to the barn at the very end. He remembered Rarity saying about how the Apples always seemed to run out of cider. He could certainly see why.

They walked past other ponies in the queue, earning a few displeased looks from those they left behind, until they reached Twilight and Spike near the end. It appeared it was a good thing she'd saved them a spot.

"Isn't this exciting, Spike?" Twilight was saying. "Opening day of cider season!"

"Yeah! That means it's only thirty more days 'til sapphire season!" replied the dragon excitedly.

"If cider season is for ponies and sapphire season is for dragons, that should be quite a sight," remarked Dusk, joining them in line.

"Especially if it's the same turnout." Twilight looked back along the line. "I hear quite a few ponies decided to camp outside the farm, just so they could be further in line."

"I can see why," he agreed. "I appreciate you holding a place for us, Twilight."

"Well, Spike was holding a place for Rarity. I was holding a spot for you," she said, with a wink.

"So, this is like a double date?" Dusk asked, looking back to Spike and Rarity.

Spike looked hopeful, while Rarity appeared unsure. In the end, she allowed Spike to hug her leg and she nodded. "I suppose it is."

"Then it seems I must find a way to return such a favour," he replied, stepping closer.

"I think I know the best way." She leaned in and allowed their lips to connect for a few wonderful moments of bliss. "There, now we're even."

"Oh, gimme a break," he heard Spike mutter.

"I'll give you something else instead." He heard her lips kissing his cheek. "Feel better?"

"Uh-huh…"

"Twilight…"

"Yes, Dusk?"

It felt like one of those perfect moments again. Why not tell her now? "I… I think I… I lo-"

"Attention, everypony!" They both jumped apart from Applejack's voice through a megaphone. "Cider season is now officially open!"

Though everypony had started talking excitedly, the moment had now been ruined for Dusk. He and Twilight laughed a little awkwardly, returned to reality again.

"I'm sorry… what were you going to say, Dusk?" she asked nervously.

"It's… it's nothing…" He lost his nerve again. It wouldn't exactly spoil his whole day, but it would have been nice anyway…

The queue moved steadily along at the rate ponies were buying cider. He noted Pinkie carrying just under a dozen mugs of the stuff from her transaction. Having tried it before, Dusk knew the appeal but even that seemed a bit excessive. Then again, Pinkie was Pinkie. He, Twilight, Spike and Rarity soon had their own mugs of the beverage, clinking them together before drinking from them.

"To friendship," they toasted, drinking simultaneously.

While he drank, he took notice of another pony helping the apples out, tapping the barrels and lifting them with his magic to Big Mac and went over to speak to him.

"Looks like you're being kept busy," he noted to Ray, while he carted off another barrel.

"You don't know the half of it." He grinned, pretending to wipe sweat from his forehead. "It's a tough job, but somepony's gotta do it."

"You do look tired out to be sure."

"I know, tell me about it." He pressed his hoof to his chin. "If only there was some place to get a drink around here… oh wait."

Dusk chuckled from his joke. "Have you tried it then?"

"Yeah and that is some good stuff right there. I'll be surprised if there's enough go around," he noted tapping the dozen barrels stacked behind him. "We made a lot of it, but there are a lot of ponies here."

"At least they'll be well supplied." He gestured to his general form. "It's just a good thing you're in a fit state."

In the few days it had been since the Dodge Junction incident, Ray's remaining wounds had now completely healed. All bruises and welts were gone, the gash on his eye was non-existent and even his leg was no longer giving him trouble.

"Oh come on, I could have done this stuff with all my legs broken," he said confidently. "Now, I can really show these ponies what I can do."

"It is quite remarkable how you healed so quickly, especially from that broken leg," noted Dusk, remembering when he'd suffered a similar injury and it had taken a lot longer to recover.

Ray just shrugged. "Like I said, I heal quickly. Good thing too, considering how much work here involves the full use of all my limbs."

"Farm work does need that, although it helps to have magic." He gestured to his own horn, though hidden under his hat. "Are you handling the work all right?"

"Ah'll say!" Applejack had come over to join in. "Ah tell ya, if ah didn't know he was from Idahoof, ah'd say this feller's been farmin' his whole life."

"For all you know, I might have been," he returned.

"Yep, he's a real go getter," she praised. "We give him a job, he'll do it, no questions askin'. Muckin' out the pigs, bringin' in the apples, no matter what, he'll do it and dad gum, he does is best."

"Really? Even after your injuries?" asked Dusk, impressed.

Ray smiled proudly. "Hey, what else can you do?"

"He does try ta push himself a lil' too much sometimes." She nudged him playfully. "Like when ya tried ta bring in ten baskets-a apples by yerself?"

"What's wrong with that?" Dusk asked, thinking he'd used his magic.

"He only used his legs an' back." She chuckled from the memory. "He did manage ta hold it up fer about five seconds, 'fore he dropped 'em."

"Hey, I like a challenge," he said, still grinning.

Applejack became a little exasperated. "Yeah, but there's a challenge an' there's tryin' ta stop a herd-a stampedin' cows by standin' and yellin' at 'em."

"I told you, they were like that when I got there!" he insisted.

"Yeah, sure they were." She shrugged. "Still, we managed ta catch 'em and ya do a good job anyways."

"Thanks, pardner," he said, in an attempt at Southern accent.

Applejack just patted his shoulder. "Yeah, leave that ta the experts, Ray."

"Sure thing, boss," he saluted. "Right, here comes Big Mac, best get another barrel ready. We're blowing through these."

Dusk stood back to let them work, noting how they were on their second barrel and there was still a lot of ponies to go around. It didn't look like there was going to be enough to serve all the ponies here. Perhaps he was being premature in his judgement. It turned out, however, that he was right.

Just as Rainbow paid for her drink, the tap spluttered out the drops, indicating that the last barrel had been drained.

"Heh, sorry everypony! That's it for today!" announced Applejack.

The large crowd still waiting to be served all groaned loudly in disappointment. Rainbow was the first to voice it.

"Surprise, surprise. You ran out again!"

"Yeah, you always run out!" put in a stallion.

Fluttershy tried to speak up. "For the record, I don't mind-"

"Why can't you make enough cider for all of us? Or at least for me!" demanded Rainbow.

The crowd closed in around Applejack, all angrily complaining about not getting their own cider, even after standing for so long in line. The farm pony hopped up onto the counter to control them.

"Hold on everypony. We've done our best to improve supply this year-"

"You always say that!" the same stallion cried.

"And it's always true," she countered calmly. "But Apple family cider is made with love and integrity, and only the highest quality apples in Equestria. Sorry, but that recipe takes time." The crowd started to disperse, still complaining, but not saying anything directly to her. "If y'all just be patient, we'll have plenty more tomorrow."

"Yeah, wait till tomorrow. Just because none of you got to taste that sweet, tingly, perfect, mouth-watering, delicious cider and that you have to wait a whole day before you can even have a chance to buy some again, that's no reason to… hm, that sounded a lot better in my head. Can I start again?"

"Ray, yer not helpin'."

"Right, sorry."

"She's right, y'know!" Pinkie was saying to Rainbow. "You can't rush perfection! And this year's batch was perfection!"

"Uh, Pinkie Pie-

She ignored Fluttershy and placed a leg around the increasingly frustrated Pegasus. "I'll never forget the cider I just drank! It was a moment in time that will never exist again..."

He could see Rainbow was at her breaking point and was about to try and help her calm down, when something else got his and everypony else's attention.

It started off with a honking horn, followed by the steady, regular sound of a locomotive engine coming up from down the road. Drawing steadily closer and attracting the attention of those around, was a machine unlike any Dusk had ever seen before. The closest thing he could compare it to was a steam train, but without the tracks. The number of attachments to it, including three separate chimneys, large glass bulbs with electricity buzzing inside it, only added to his confusion.

"What in Equestria is that?" he heard Applejack say, but he honestly had no answer.

Although, for some reason, it struck a chord in his memory. Like he'd seen something like it before…

He didn't have much time to ponder this, because two ponies had jumped down from the platform at the front of the machine. They were stallion unicorns, both of the same height, build and even dress sense. They both wore white and blue striped shirts, black bowties and straw boater hats. The only differences were their cutie marks and the moustache on only one of them.

They took one look around at those gathered and started to sing.

_Well, looky what we got here, brother of mine, it's the same in every town  
Ponies with thirsty throats, dry tongues, and not a drop of cider to be found  
Maybe they're not aware that there's really no need for this teary despair_

_That the key that they need to solve this sad cider shortage you and I will share_

The crowd started to excitedly chatter at these new arrivals.

_Well you've got opportunity  
In this very community_

_He's Flim_

_He's Flam_

_We're the world famous Flim Flam brothers  
Traveling salesponies nonpareil_

"Non-pa what?" Pinkie asked.

_Nonpareil, and that's exactly the reason why, you see  
No pony else in this whole place will give you such a chance to be where you need to be  
And that's a new world, with tons of cider  
Fresh squeezed and ready for drinking_

_More cider than you can drink in all your days of thinking_

"I doubt that," said Rainbow cynically, though a now excited crowd did share her feelings when they started singing along to them.

_So take this opportunity_

_In this very community_

_He's Flim_

_He's Flam_

_We're the world famous Flim Flam brothers  
Traveling salesponies nonpareil_

_I suppose by now you're wondering 'bout our peculiar mode of transport_

_I say, our mode of locomotion_

_And I suppose by now you're wondering, where is this promised cider?_

_Any horse can make a claim and any pony can do the same_

_But my brother and I have something most unique and superb  
Unseen at any time in this big new world_

_And that's opportunity_

_Folks, it's the one and only, the biggest and the best_

_The unbelievable_

_Unimpeachable_

_Indispensable_

_I can't believe-_

"Okay, ENOUGH ALREADY!" Their singing abruptly stopped after Ray's command. "Enough with the singing! I mean, really? A simple introduction would have done, you don't have to go all Broadway on us."

The crowd and the brothers stared at him, but he didn't seem to care. It was Flim (Or Flam?) who broke the silence, still confident in himself.

"Well, I'm sorry you feel that way, sir. As me and my brother always say…"

"Why say it, when you can sing it?" finished the other.

"Yeah, just too bad you can't sing it," he countered. "Your fancy machine makes cider. There, did that without a full chorus line and dancing girls. Although…" He looked around for a bit, with an eager smile.

"Is that true?" Apple Bloom asked. "Does yer machine make cider?"

"It certainly does," replied Flam brightly. "And we would be more than happy to demonstrate our creation in action."

While the brothers took liberty of some of the Apple family's crop for a demonstration of what they called the Super Speedy Cider Squeezy 6000 (Try saying that with a mouth full of saliva), Dusk walked closer to examine it.

It certainly was a very impressive machine. He watched as one of the funnels sucked up a number of apples into the belly of the beast, which started to make a series of mechanical sounds to indicate that it was working, no doubt creating the drink. He saw through a window a conveyer belt that used only good apples, detecting the bad and throwing them away. The result was a barrel full of cider in less than five seconds.

It reminded him of a similar method he'd read in a children's book once, except that was with nuts and used specially trained squirrels.

The more he looked over the machine, the more Dusk got the feeling that he had seen it, or something like it, before. He knew that he had, but just couldn't quite put his hoof on it. He was peering in through the window at the apple detector, when he noted the reflections of the brothers looking through with him, one either side.

"Ain't she a beaut?" asked Flim proudly. "Quite a proud technological specimen, if I do say so myself."

"If _we_ say so, brother?"

"But of course, brother."

"It is very impressive," agreed Dusk. "Did you two design this yourselves?"

"Oh completely. All our own work…"

"All our own profit." Flam leaned his head to one side. "And who are you, sir, that you take such an interest in our machine? You must have a great technical eye."

"Anything but, I was just interested in it." He might as well be polite. "I'm Dusk Noir."

"A fine name, for an upstanding stallion," said Flim.

"Couldn't have put it better myself," agreed Flam.

"Um… thank you," replied Dusk, unsure exactly how to take that.

"You're welcome," they both said. "Now, Mr Noir, I wonder if you wouldn't mind helping us with a little something."

"We have here a sample of cider with a new ingredient we added ourselves," took up Flam after his brother. "Nopony else has ever tasted this before and we would like you to be the first."

"You… want me to try out your new cider?" he recapped.

"But of course. My brother and I can see that you are a pony with a taste for the finer things."

"One who would be more than suited to help us out."

"So, what do you say?" Flim levitated a mug of cider out and handed it to Dusk.

"Fancy helping us out?" asked Flam. "You won't regret it. This could help make cider more delicious and enjoyable for everypony."

Dusk wasn't entirely sure about the assumptions they'd made about him, nor about this apparent new ingredient they'd added. If it had never been tried, did he really want to try it? He could see the cider had a slightly darker quality to it and it only added to his trepidation. They didn't even say what it was.

But then he realised he wasn't really worrying about anything. It was only a new cider ingredient, it wasn't like the brothers were trying to poison him. What would they achieve with that? They might want to keep it secret so that possible competitors wouldn't steal the recipe. Plus, if it was for a good cause, then he couldn't really say no.

"Very well then, gentlecolts, if you insist," he agreed.

"Excellent!" they both chorused. "You're making a valuable contribution to the cider business, I assure you of that."

He took the mug in his hoof, eyed it one more time and took a healthy gulp of the stuff. It had the same kind of taste of cider, but there was a strong, bitter taste that lingered on his taste buds long after he'd swallowed it. He drank it to be polite, but it must have shown on his face, because the brothers looked disappointed.

"No good then?" asked Flam.

"I'm afraid not. It's too… sour," he told them. "I don't mean to sound rude."

"Not at all, young colt. There's plenty more cider we can sell without the bitterness." They hopped back on their transport. "You'll see soon enough tomorrow and we'll make sure you get a cup on the house."

Dusk was a little confused by that statement while he watched them drive off, still trying to get the bitter taste out of his mouth. Surely they had offered to work in partnership with the Apples. He found out from Ray that they had, but had offered an unfair profit split, which the family had declined.

"And I support them too," he added. "I mean, seventy-five, twenty-five? If there's one thing worse than a businesspony that can't sing, it's one who doesn't know what a fair deal is."

This was only made worse by the fact they had also threatened to come into the market as business competitors in the cider sales. Since cider sales were a major part of the farm's profits, even Dusk who wasn't exactly an entrepreneur could tell that this would be a huge undermining of their income. They might even lose the farm.

He started to feel a little angry himself at the prospect, though he made sure to keep it under control. It was only exasperated by the fact that he had to put up with that bitter taste in his mouth for the rest of the day…

The next day, the family had made more cider overnight and the queue was just as long as it had been the previous day. The three librarians still managed to get their own cups and went up to talk to Applejack about it.

"Still worried about Flim and Flam?" asked Twilight.

"Granny Smith says they were just blowing hot air," dismissed Spike.

"Ah'm not so sure. They sounded mighty serious when they threatened ta run us outta business," Applejack said.

"That and we have seen the SSCS 6000 in action," put in Dusk. "If their claims are correct, then they could produce cider at a highly significant rate, with minimum effort."

"That's what ah'm worried about." Applejack hung her head. "Ah jus' don't see how we could ever compete with that."

"Although…" Applejack looked up hopefully from this. "The only apples within a short mile radius are those grown here and since those are on your land, that makes them your property."

He could tell that Applejack was already starting to assimilate what he had just said, just as he heard Apple Bloom from the counter.

"That's it! Last cup!"

"Oh for Pete's sake!" shouted Rainbow from far at the back, added to by the prominent complaining of those gathered.

"C'mon back tomorrow, everypony!" They started to disperse, albeit disgruntledly just as they heard a now familiar clunking.

The crowd's grumbling stopped when they heard and saw it too. The SSCS 6000 steamed into view, the smug faces of the twins along with it.

"What seems to be the problem here?" asked Flim sarcastically.

"Oh my, oh my, out of cider again?" added Flam.

"What have we here?" Flim stood next to a barrel that had rolled down from a ramp at the back of the machine. "Who'd like a cup?"

Dusk had to move himself, Spike and Twilight out of the way of the crowd of ponies that stampeded for a taste of the beverage.

"Don't worry, everypony, we've got the Super Speedy Cider Squeezy 6000 to make more in an instant!" assured Flam, levitating a cup to an eager Rainbow Dash.

Dusk caught Applejack's eye and nodded to the barrel. She returned it, whipped out her lasso and wrapped it around the barrel, placing her hooves firmly atop it when it reached her.

"You can't sell that cider! That's made from Apple family apples!" she shouted.

The brothers didn't seem fazed. "Don't worry, everypony, there are plenty of apples in Equestria. We'll find some others and make more cider than all of Ponyville can drink!"

The crowd gasped in amazement from this announcement, but it only increased with the challenge that Apple Bloom issued.

"We'll make more cider than you could ever imagine!"

"Now, it ain't about the speed, young'un, it's about quality," reminded Granny Smith, much to the disappointment of those listening.

"But speed is nice, for the record," added Ray.

"Who cares how good the cider is if I never get to drink any?" complained Rainbow.

"Oh, look at these poor, dissatisfied ponies," despaired Flim, using Rainbow as an example.

"Ponyville is Sweet Apple Cider country!" claimed the youngest Apple.

"Our cider speaks for itself!" agreed her sister.

"Yeah! It looks great, tastes great and apparently it talks!" added Ray. "Beat that!"

"Let's put it to the test!" challenged Flim.

"Anywhere, anytime!" matched Apple Bloom.

"Oh yeah, she went there!" called Ray.

The crowd descended into shocked mutters and Granny said something he couldn't quite make out to her granddaughter.

"With our machine, we can make enough cider in one hour to satisfy this entire town!" challenged Flam.

"We'll do it in 45 minutes!" countered Apple Bloom. That really got the crowd talking. Granny Smith looked all the more worried and said something to her again, probably advising caution. It wasn't lost, however, on the brothers.

"What's the matter, Granny Smith? Chicken?" Flam taunted from his couch.

Anger clouded the elderly pony's features. "What did you call me, sonny?"

"If you're so confident in your cider, then what's the problem?" added his brother.

That got her riled up and she accepted their challenge, though it was on terms that Dusk and even Ray seemed unsure about. Whoever won got the exclusive rights to sell cider in Ponyville.

"I can't believe this," Ray was saying to Dusk, once the brothers had left. "They might as well be betting the whole farm for what they've done here."

"I thought you were in favour of the idea," reminded Dusk.

"I know, but it was only to shut those city-slickers up. Sorry, country slang," he added. "It was just hot words before, but now they've got us playing their game, by their rules. And I don't think we can win."

Dusk was surprised at how hopeless he sounded. "I never thought I'd see you look hopeless about anything."

"Hey, even I know when to face the facts." He looked down the road where he had seen the machine go. "From what we've seen of that thing, it can produce more cider than the entire Apple family put together. In my experience, it comes down to synthetic versus organic and, most of the time, synthetic almost always wins."

"Does this unit have a soul?" murmured Dusk, reminded of something similar he'd read in a story. "It doesn't mean you'll lose though."

"But there's a good chance we might," he sighed. "I just got this job. I don't wanna lose it days after I got it, especially if it also means seeing my friend lose her home."

Dusk understood his concerns, but he also knew that he needed all the confidence he could to help them win. The added help from him might give the Apples the extra edge they need.

"Take heart, Ray, there's still hope for this."

"I'm having a hard time seeing it, buddy."

"I'm not. They may have their machine, their speed and their magic, but our side has few things they don't." He pointed to the Apple family. "The first is the best cider makers in all of Equestria, who have lived off this land for generations."

"And the second?"

"They have you." He let that sink in before continuing. "A pony who I've seen is always there for his friends when they need him and who will help them in any way he can. A pony who has been through some of the worst in life, with nowhere to call home and can still come up with a grin and a laugh. If you can work like you can heal from a broken leg, then you can help them win this contest with your eyes shut."

"And all four hooves tied behind my back!" he added confidently, his signature grin back on his face. "Giving up before I've even failed, what the hay was I thinking."

"That's more like the Ray I know," encouraged Dusk.

"You know it!" He smiled gratefully. "Thanks for that, Dusk. I think I needed to hear that."

"I think so too." As a sort of payback, he let an apple drop on his head and smiled. "Did that help too?"

"I think it did," he chuckled. "Right, guess I'd better prepare for tomorrow then. We're gonna kick that Super Squeezy… Cider bean… Super… Speed, need for… thingy back to the scrapyard!"

"I have no doubt of that. Now, if you'll excuse me," said Dusk, walking down the road, "there's some other ponies I need to discuss this with too."

Either nopony tried to stop him or nopony noticed him go, for he carried on down the road without any kind of resistance. If they did see him, they could probably guess where he was going and what his purpose was. There weren't many places the two of them could go that weren't close to Ponyville, so he hoped it wouldn't take him long to find them and that his efforts wouldn't be in vain.

He soon found the SSCS 6000 parked at the end of the lane, at a sort of crossroads at the end of the apple orchards, one leading to Manehattan and the other to Hoofdale. They were situated off the road, facing the road to Ponyville and caught sight of him as he approached.

"Well, well, if it isn't our taste tester," greeted Flam, going to meet him. "Couldn't wait until tomorrow for your cider, so you decided to come and see us personally."

"Something like that," he said, keeping on civil terms, despite the irritation he was beginning to harbour for them. "I actually came to talk to you both about tomorrow."

"Then, by all means, let us discuss it in comfort." They offered him to walk up onto their stage, Flam sitting on the couch with Dusk and Flim leaning on their announcer stand.

"As promised, here is your free, untainted cider," offered Flam, levitating a cup to him.

Flim chuckled with satisfaction from the announcer. "Think of this as a foretaste of what is to come tomorrow."

"Yes, you can get used to this, Mr Noir," added Flam. "Pretty soon, you'll be drinking this daily, not annually. That'll be the first change we make around here."

"The first of many," finished Flim. "I'm sure you'll see it as a significant improvement."

"Possibly, but I'm fairly sure that the Apples won't," countered Dusk levelly. "Sweet Apple Acres is their home."

"They should have thought of that before they entered this venture," replied Flam.

"They had little choice, when you threatened to run them out of business."

Flim shrugged. "That's how business works, Mr Noir. You win some…"

"You lose some," finished Flam. "The public know what they want and what they want is good cider for all, at a reasonable price."

"A price and a service that we are more than happy to provide."

"But the Apple family was already providing it." He did his best to keep his anger inside. "Can't your renegotiate a fairer deal, to work as partners?"

"Our deal was perfectly fair," argued Flam. "We designed and built the Super Speedy Cider Squeezy 6000, we deserve the majority of the profits."

"It wasn't easy, you know and we've got to eat too," put in Flim. "With our machine, they could have easily met the demand and still made a sizable profit of their own."

"But they chose to decline, when we could have worked off each other mutually," sighed Flam in a fake way. "We would have been more than happy to work with them, but if they choose to work against us…"

"More for us," they said together.

Dusk didn't know what was worse. The fact that their argument made sense or the uncaring, unfeeling way in which they delivered it. Either way, he was finding it very difficult to keep his rising temper in check now.

"So… you won't be calling off the competition tomorrow?" he asked through gritted teeth disguised as a smile.

The two brothers guffawed at the idea. Flam spoke up first. "Why would we? Our victory is assured."

"With our machine, we're more than a match for anything the Apples can throw at us," said Flim confidently.

"They were the ones who threw down the gauntlet, we merely picked it up."

"If the result is that they lose their right to cell cider, than that's how the cookie crumbles."

"Cookies and cider… do you think we could market that?"

"Possibly. We could market whatever we please, once the farm is ours."

"Indeed we can!" His feelings must have been shown in his expression, for Flam took on a slightly more sympathetic tone. "Oh, I think I see what this is all about. The Apples are friends of yours, aren't they?"

"Yes… very good friends," he muttered quietly.

"Oh, I should have seen it before." He slapped his back jovially and put back on a lighter tone. "Well, cheer up Mr Noir, it's not all that bad."

"Indeed. Soon enough, you'll grow used to having us around."

"Providing as much cider as you can drink. Doesn't that male you feel better?"

"NO!" That was the boiling point, he'd had enough of these two. "No, it doesn't make me feel better that you'll be driving my friend and her family out of their home!"

The twins looked shocked at this outburst and were about to respond, but he didn't want to give them the chance.

"Here's what I think of you and your cider!" He threw it at Flim, who ducked just in time. "Good luck tomorrow."

With that, he stood up and left them before they could say another word. The cider, the money, the profit that was all they cared about, no matter who might get hurt in the process. Perhaps he shouldn't have lost his temper with them but, right now, he didn't really care. All he wanted was to see them kicked out of town by tomorrow and back where they came from.

He made sure to calm himself down though, because of the growling he started to hear again in his head… a little louder than before.

* * *

The following day, the whole town had gathered at Sweet Apple Acres. This time though, it wasn't to buy any cider, but to watch the competition unfold between the two cider makers vying for control and supply of the region. The tension and excitement was palpable, but none more so than with the Apple family and guest.

Big Mac was jogging on the spot, goggles perched on his head. Granny Smith was sniffing an apple, judging the quality. Applejack was kicking a punching back to hone her applebucking, while Apple Bloom hung on. Ray, who had been accepted into the contest as a worker at the farm, was practicing interchanging baskets under trees, either by hoof or by magic.

Approaching with Twilight, who shared his feelings about the idea of the contest, approached Applejack together.

"Applejack? Are you sure this is such a good idea?" she asked.

The pony responded between kicks. "Me 'n' the family are... one hundred percent confident... in our cider making capabilities. And Ray… is behind us all… one hundred percent too. Ain't that right?"

"You got it!" he replied confidently. "They've got no chance."

"See… we'll be fine."

"And besides, nopony calls Granny a chicken," added Apple Bloom.

"I hope that'll be enough." He glanced over at the brothers, who were lounging on their couch.

His desire to see them gone only strengthened. Only because he wanted Applejack's family to keep their home, not for any malicious reason… although a small part of him did harbour that. A part that he tried to keep hidden, along with the growls in his head.

"Well, good luck," wished Twilight, after the Mayor called for their attention.

"The same from me," added Dusk.

"Thanks guys. We'll need it," he heard her murmur.

He also heard one other thing before they left, one from a particular yellow Pegasus to a particular unicorn.

"Um, Ray… I just wanted to say… good luck out there," she wished nervously.

"Thanks, Fluttershy." He could hear a slight nervous edge in his voice too. "I'm sure we'll come out on top."

"I hope so. I know you'll be great." There was a moment of silence before he heard her leave.

He had a feeling that might be a big influence too.

They all waited while the Mayor announced the rules of the contest. The teams had one hour to make as much cider as they can, the barrels being added up at the end to determine the winner. Once both teams were ready, the contest was under way, the brothers starting up their machine while the Apples and Ray ran to their stations.

It was quite an organized system. Applejack bucked the apples, while Ray and Apple Bloom caught them in baskets. Once that was done, they deposited them to Granny Smith, who determined by smelling the good apples from the bad ones. She then rolled it down a chute to a presser, powered by Big Mac, which crushed and refined them into cider. It filled up a barrel, which he pushed aside to make way for a new one.

Even from the stat, it was worrying about how things looked. After ten seconds, the Apples had filled one barrel, while the twins had already done six. The family tried their hardest to match their rate of production, but t became dreadfully clear that, even at their top speed, they couldn't match the numbers the twins were putting out.

They all knew this, even after Rarity had pointed it out. That was when Dusk had an idea, one that Twilight apparently shared too. They shared a look with one another, nodded and walked over to the Mayor, with forty-five minutes to go.

"Um, Miss Mayor! Are honorary family members allowed to help in the competition?" she asked.

"Well, I'm not sure... Flim, Flam, would you object to honorary family members helping?" she queried.

Flim snorted. "Are you kidding?"

"We don't care if the whole kingdom of Canterlot helps. It's a lost cause," put in Flam.

"Hm, I guess it's okay. Applejack? What do you think?"

Applejack, who was sweating from the effort, looked relieved. "Ah think ah'd love ta have the rest of ma family helpin' out."

Dusk felt hope, not to mention happiness, rekindle as he looked around at the ecstatic mares. Family… they were all like a family. He had to wipe away the beginnings of tears while he stood in line with them, waiting to be assigned his role.

Like a drill sergeant, Twilight marched up to the end of the line.

"Okay everypony, we're not gonna let those smooth talkers take our friend's farm," she said decisively." They all chorused in agreement. "Fluttershy, help Applejack with the trees."

"Got it." He caught her giving Ray an encouraging smile, which he happily returned.

"Pinkie Pie, you're on apple catching detail."

"Yes sir, ma'am, sir!" She threw him another one, though it didn't have quite the same effect.

"Rarity, you've got a discerning eye. Help Granny Smith at the quality control station."

"Of course."

"Rainbow Dash, do you think you can help Big McIntosh press?"

"In my sleep!"

"Dusk, you're with me at the barrels."

"By your command."

"Alright everypony, let's save Sweet Apple Acres!"

Now, the tide was turning. Fluttershy shot through the trees, shaking out more apples than Applejack could have bucked on her own. Pinkie's bounciness was of great help to Apple Bloom and Ray in the orchard. Rarity, with her critical eye, could tell good and bad apples at a glance. Rainbow's added power made the press run faster, giving Big Mac something of a break. He and Twilight alternated on the barrels, taking it turns to seal and stack them.

Once again, utilising efficiency with knowledge of skills. Twilight did some quick maths for these new turn of events, while Dusk worked at the barrels.

"Based on these figures, we're making five barrels for every three of theirs!"

That got their spirits up and it made the brothers worried. He heard them say something about doubling the power, looking to see their funnel suck up entire trees and not just the apples, at twice the speed. He'd be surprised if there was even one good apple in this new batch. Even so, it was worrying the new speeds at which the machine spat out barrels.

The desperation even got to them, Rainbow actually trying to put in bad apples to sacrifice quality for speed of production. Granny Smith stubbornly stood in her way, Applejack agreeing that there was no point in winning if they cheated, prompting them to work even harder than before.

This gave Dusk an idea, a true test for his magic.

He stood at the centre of the production, closed his eyes and concentrated. He put his energy into creating even more colour puppets, one for each of the girls working on the stations. Except these ones were solid, not just projections of light, like Luna had been teaching him to do with his magic. And he controlled all of them.

Go, he told them mentally, do your duty. Under his influence, they obeyed, all adding even more effort and even more output for their team's cider. He didn't know how much of a difference it was making, for the world around him was blanked out, so he could have maximum concentration. He'd never been taxed like this before, he could feel the pounding in his brain, his energy draining from the effort, but he had to keep it up.

Keep going… just a little longer… almost there. This is for the Apples, for Applejack and for Ray. For his friends… his family. Come on, you can do it. Come on!

"Time's up!" The Mayor's words were heard clearly in his ears.

He exited his trance and, with everypony else, exhausted by their efforts, collapsed in a heap. Sweat rolled down his forehead and he fanned himself with his hat, wiping his glasses from how much they'd steamed up.

"I'm proud of you, Applejack," panted Twilight next to him.

"Thanks."

"And Dusk… that was incredible, how you did that with your magic," she praised, placing her hoof on his.

"I… I…" He was going to deflect that, but he realised… he wanted this. He liked this. "I suppose… I did. Thanks, Miss Sparkle."

She kissed his cheek and smiled proudly. "You were brilliant. You all were. Integrity like that will always be... rewarded."

But the Mayor's next words were like a stone being dropped in his stomach. "Flim and Flam win!"

The crowd let out shocked gasps, the Apples stared in disbelief at the mountain of barrels the twins had produced and Dusk felt his hopes plummet like a wingless Pegasus. It hadn't been enough, even with all of them working together, at their best efforts. They'd lost… and so had the Apple family.

"We... lost?" Applejack gasped.

"Daww, too bad, Apples," said Flim, in a tone with no sympathy at all.

"Guess you'll just have to find a new line of work that doesn't match your names quite so... perfectly."

"Now should we tear down all these tacky old buildings and put up new ones, brother?"

"I don't see why not, brother. After all, this isn't Sweet Apple Acres anymore. How about 'Flim Flam Fields'?"

"I ought to press you into jerk cider!" Until he got his anger back under control, he felt for an instant like joining her in doing just that.

"No Rainbow Dash. A deal's a deal." Applejack said that like the words had been torn from her heart, while the twins laughed triumphantly. "Congratulations to y'all. The cider business in Ponyville... is yours. C'mon, Apples. Let's go pack up our things."

"Now then, Mr Strike, you're not part of the Apples, are you?" Flim asked Ray. "We'd be more than happy to keep employing you at our new farm.

"An offer I'm sure you'll accept," added Flam.

"I'm happy to disappoint you then." Ray didn't even have to think before replying. "I'd rather be a hoofstool to the elite of Canterlot than work for snake-tonged devils like you!"

"Suit yourself then. Off you go." They mockingly waved goodbye to him, while he walked off with the Apples.

"Fear not, everypony, there's more than enough cider to go around," Flim said to the saddened crowd, laughing with his brother again.

"Go ahead, everypony," Applejack prompted before she left. "Go on, y'all. It's okay."

As they all shared their tears at the family's loss, Dusk placing his hat slowly over his heart and giving an ironic salute to them with it, he got the feeling the citizens of Ponyville weren't so concerned with cider anymore.

"Drink up, Ponyville! Down the hatch!" offered Flim.

They all took cups of their cider, drank them… and immediately spat them out again. Dusk could see why. There chunks of apple, twigs and rock floating in it that looked nowhere near appealing. He was amazed they'd seen fit to drink it in the first place.

"I can't get the taste off my tongue!" squealed one mare.

"Mine's got rocks in it," added another.

"I wouldn't pay one cent for this dreck!" shouted a stallion.

The brothers didn't look so smug now. "You wouldn't pay even one cent?"

"No!" replied the crowd.

They convened with each other for a moment. "How about two cups for one cent?"

"No!"

Another quick discussion. "Two bits for a barrel?"

"No!"

They glanced at each other nervously. "It looks like we've encountered a slight... problem here in Ponyville."

"Nopony wants our product. Next town?"

"Next town. Let's go, Flim!"

"Let's go, Flam."

Their horns glowed and, for the last time, the Flim Flam brothers drove off down the road, leaving an angry crowd and terrible cider behind.

"They're gone," Applejack said with utter relief.

"That means Sweet Apple Acres is still in business!" Twilight exclaimed, throwing her hooves around Dusk, who promptly swept her off them.

"We did it!" he cheered, capturing her lips in hers again.

"And I get to keep my job and my moral high ground!" cheered Ray. "Always a plus."

"Plus we can have high quality Apple family cider!" put in the stallion from before.

"Because of this silly competition, we've made enough of our cider for the whole town!" announced Apple Bloom.

Everypony cheered from this, but it wasn't just because of the cider. It was because Ponyville's favourite family wasn't going anywhere. They were safe and Flim and Flam were gone, certainly not on a high note. They had failed, driven out by anger and distaste…

In the midst of his relief, Dusk was shocked to discover that there was a small part of him that was enjoying the latter more than the former. A part that was accompanied by a growl, as well as a triumphant laugh.

* * *

The song I used briefly there was Luna's Soliloquy.

Oh noes! Never accept drinks from strangers, people! Never!

Now, what consequences will this have? Oh, I think you'll see… soon enough…


	26. Enter The Doom

**Enter The Doom**

Cold sweat covered his face once more, his sheets were strewn everywhere and he could still remember clearly his dream the night before, when usually the details had faded from his mind. Probably because of what had transpired. He'd also fallen out of bed, which would explain why his head hurt a little more than normal.

Silencing the flare of anger he felt from that, he climbed back into bed and buried his head in his hooves, rubbing his eyes slowly to rid himself of drowsiness.

Dusk never had the best of night's sleep since the aftermath of his darker side. Constantly plagued with nightmares and visions of the things he had done, the things he would do if he ever returned, he was surprised that he managed to get as much rest as he could. Luna's efforts were of great help when it came to that. She at least made it so that, for the most part, he could wake up every morning feeling a little safer from the growling he could hear in his mind.

Last night though had been different. Blackhole had manifested in his nightmare, like he always did. He'd chased him, tormented him, yet he could only ever feel a sliver of Luna's power throughout the whole dream. She didn't appear to him physically like she always did, but he could feel enough of her presence so that he knew that she was holding him back. But only just. Enough he wouldn't affect him with his power.

This had distressed Dusk greatly. Why hadn't she come, like she always did? Was it because what he had feared to transpire had now happened? That she thought that her presence wasn't going to help any longer and this was her way of saying that it was time for him to tell the truth? The very idea of such a thing chilled his blood more than the evil presence lurking in his mind.

He rubbed his temples with his hooves and took a few deep breaths, trying to calm down and stop panicking. She had still held him back, like had done before. He could still handle Blackhole during the day like he always did. As long as nothing stressed or angered him, he could keep a level head and keep his darker side at bay.

There would be no need to tell the others. Of course there wasn't.

He rose from his bed, wiping his forehead and started to prepare for the day ahead. He was just trying to figure out why he felt that today was important for some reason, a feeling he only just noticed now, when he felt a surge of panic when he looked up at the clock and saw what time it was.

"By Celestia! I'm late!" He must have overslept, something that very rarely happened, probably brought on by his more traumatic night.

It didn't matter why now, but he knew he had to hurry. Not really thinking in the panic, he dashed with his hooves outstretched for his glasses, tripping on one of his strewn blankets and hurtling forward. He crashed into his bedside table hard. He was only just recovering from the pounding he now felt in his skull when he heard a shattering sound.

He whipped his head around, felt with his hooves and found his glasses. He could feel the shards of broken glass too, confirming what he had heard. They must have been dislodged when he hit the table and fallen to the floor.

Suppressing the frustration he felt, both from the pain and the state of his glasses, he put them on. They were cracked mostly, he could still see partially well, but he'd need to get them fixed. No time for that now, he was already late enough. He slammed his hat on, whipped his necklace around his neck, grabbed an apple from the bowl for breakfast and hurried out of the door.

He started to think of how quickly he could get to the library. There was no need to panic. He had never been late before, perhaps Twilight wouldn't mind so much. Even if she disapproved of tardiness as much as he did. He would have to cut through some alleyways to get there quicker, but he was sure he could make up for lost time.

He was about to start sprinting for it when a strong gust of wind hit him. He felt the familiar weight leave his head and looked to see his hat blowing away on the breeze like a leaf.

"No!" He tried to grab it, but it was already out of his reach and blowing away. He only had a moment to think: run for the library or retrieve his headwear.

In the end, he galloped after his hat, keeping his eyes locked on it while he blew through Ponyville. As long as it didn't take too long, he would be fine, but he just couldn't leave his trilby. It might seem materialistic and silly, but that was just how he felt about it. He hoped against hope Twilight would understand that too and gave chase.

It landed in the middle of a street and he tried to snatch it, but the wind carried it away just as he reached it. He ran after it again, frustration mounting once more and saw it land near Applejack's apple stand in the market, who looked at it curiously.

"What in the hay…?" She looked up and saw Dusk running, getting the message. "Don't worry, ah got it!"

Both she and him went for it when the wind caught it yet again, almost like a child taunting him by keeping it out of reach.

"Aw, shoot!" She smiled sympathetically. "Sorry, Dusk. Ah know how ya feel mind, almost lost mine this mornin' ta that darn wind."

"It is quite strong, isn't it?" he replied, dashing past her to go after it again. "Thanks anyway!"

"No problem! Hey, but look out fer that-!" Her warning didn't reach him in time, for he had already fallen into the ditch. "Ditch. Y'all okay, sugarcube?"

"Relatively," he growled at first, but calmed himself down and climbed back out with her help. "I'm fine, yes. Thanks again, but I have a hat to find."

"Look, there it goes!" He nodded his thanks to her and galloped off again. "Need some help chasin' it down?"

"I'll be fine, thank you!" he called back, picking up speed and sprinting after it.

He could feel his lungs start to burn as he followed it through town again, getting something of a break when it landed on one of the rooftops. Spying some stacked boxes he could use to get up, he clambered up them and went for his hat cautiously. He reached for it, almost had it…

Then it blew away again. Cursing his bad luck, he scrambled back down and gave chase again, stumbling over some tables when he chased it through an outdoor café, disrupting a few commuters as he went.

"Sorry, sorry, excuse me, sorry," he chanted like a mantra, trying to ignore their yells and glares in pursuit of his favoured hat.

The route the hat led him on took him out of town almost completely, tumbling through bushes, tripping and falling in the grass, sliding in some mud, but he wasn't going to lose it. It dipped in the wind, possibly enough for him to jump up and grab it. He put shock absorbers on his hooves to give him extra lift and leaped for it.

"I got it, I got it!" He heard the voice too late and yelled just before he smacked into Pinkie Pie, who was jumping for it at the same time he did.

"Son of a…" He suppressed his mounting rage again and helped his friend to her hooves. "Are you okay, Pinkie?"

"Yep, all fine here." She giggled a bit and nodded knowingly. "Looks like we both had the same idea eh, Mr Psychic Pony?"

"Perhaps," he chuckled, feeling a little better laughing about it. "Or your Pinkie sense told you."

"There you go again, because it did." Her head vibrated a little. "That means flyaway hat caught in the wind."

"How useful." He caught sight of it behind her head and galloped off again. "Sorry, have to go!"

"Okey-dokey-lokey. Need any help?"

"I'll be fine!" he repeated, leaving her behind in seconds.

This chase really was getting on his nerves. Not only did the forces of nature seem unwilling to give his hat back (or maybe it was a weather pony playing a joke), but his cracked glasses meant he couldn't see as clearly as he normally would. This resulted in him tripping or stumbling through things that he would have normally seen.

Great. Now not only was he late, but he looked a complete mess. Twilight was going to kill him…

Keeping up the pace of the wind, he yelled in disbelief when the wind took it higher up into the sky and into the clouds. This was followed soon afterwards by a 'what the' from up above. Moments later, it drifted off the cloud it had blown by, the head of Rainbow Dash poking out. She looked at the hat, then down at him and, like Applejack, caught the meaning.

"Hat trouble, huh? No problem!" She flexed her wings and sped after it, catching it in her hooves in a flash. "Not even challenging!"

"Oh, thank you so much!" he called with utter relief, running over to meet her.

"Like I said, no problem," she assured, flying backwards with it rested on her belly. "I don't miss a trick, wings like an eagle and eyes like a-"

SMACK!

Her animal-like eyes didn't warn her about the large rock face that she had been flying towards and that Dusk only just noticed. He groaned when the trilby flew off again and ran over to Rainbow to check on her.

"I'm fine," she said, shaking her head and slumping to the ground. "Just… gimme a few seconds. You… go get a head start."

Knowing that she was tough and most likely be okay, he galloped after the hat, getting extremely frustrated at this whole ridiculous venture. How far could a gust of wind carry one hat, before he could get it back? Finally, the wind dropped it off on a branch of a tree, where it dangled at the very end above a pond of crystal clear water.

Determined to finally reach the end of this venture, he figured out the best possible route up the tree, climbed on the necessary branches and onto the one where his hat waited for him at the end. He felt a little dizzy when he looked down, even though it was only a modest sized tree and kept his eyes focused on his hat.

He shuffled along the branch, gripping as tightly as he could with all four legs, each inch bringing him closer and closer to his goal. He was almost there, he could just about reach it with his hoof. Between being late and losing his hat, among many other things that had happened this morning, his thoughts weren't really as clear as they normally were, trying to remain focused on this single goal and achieving it.

Almost got it… just a little further…

CRACK!

He heard the sound, looked back and knew what was coming. His weight was breaking the branch. There wasn't enough time for him to get back before it broke and he might lose it again. He still tried to go for it, tried to grab it…

And he fell. The branch gave way and he plummeted towards the water, his scream cut off short when he smacked into the water's surface. He broke it again for air, spat out some of the water and seethed silently, trying to suppress his anger again.

"Dusk! I'm here to…" Rainbow's sentence was cut off. She tried to keep it in, but ended up laughing at his state. "Lemme guess, did you…?"

"Yes, I did," he replied in a monotone voice.

"And then did you…?"

"Indeed."

"And after that…?"

"Into the pond, yes."

"Oh… right…" She guffawed again for a few more minutes, not really helping his temper. "I'm sorry, I'm sorry… it's kind of funny though."

"Yes, my sides are splitting." He felt the hat float down back onto his head and sighed, falling back into the water again exasperatedly.

Once he finally pulled himself out, with help from a sniggering Pegasus and shook himself dry, he knew right away that he wasn't going to make up for the time he had lost and he had somewhat lost his drive. He ended up trudging to the library, still rather wet and bedraggled from his chase, enough that quite a few ponies stared at him as he went by.

He couldn't begin to imagine telling her that he had been chasing around a hat all morning before falling into a pond. She'd think of it as ridiculous, Spike more hilarious and he didn't really know which was the worst scenario. As if this couldn't get any worse, he thought bitterly, opening the door to the establishment and trudging in dejectedly.

"Ah, there you are. I was wondering where… oh my goodness! Dusk, what happened to you?" came the concerned voice of Twilight, hurrying up and looking him over.

"I… had a rough morning," he sighed.

"Yeah, no kidding," Spike said, waddling up. "Looks like you woke up on the wrong side of the bed, in every way."

"What happened?" asked Twilight.

With more than a degree of humiliation in his tone, he told them briefly of what had happened to make him late and explain his state. As he expected, Spike burst out laughing when he told them about the pond, but was soon silenced by a glare from Twilight who, far from frowning, looked at him with sympathy.

"That does sound a little rough. Don't worry, I know that hat means a lot to you, so I understand why you went after it."

"So… you're not angry at me for wasting time?" he dared to ask.

"Not at all. After what you've just been through, I'm sure that's the last thing you want right now. Come on, let's get you dried up and get your glasses fixed."

Touched by her understanding and care, not to mention relieved, he let her cast a few spells on him, one that cleared up the various bits of leaf, twigs and mud that coated his fur, dried off the water that lingered in places and fixed his glasses. She also allowed him a few minutes to get his bearings and calm down from the whole thing.

This was something he was very thankful for, as he now heard how loud the growling and laughing was in his head, suppressing it as quickly as he could.

"Honestly, I thought you were just taking it easy," Twilight said, "considering what day it is."

He was caught a little off-guard from that. "Why? What day is it?"

"Really? You don't know?" she asked, surprise evident in her tone.

A thought occurred to him. "Is it some kind of anniversary for our relationship? Twilight, I'm so sorry, I had no idea. If I'd know, I would have done something special. We could do something together, if you're not…"

"Dusk, no, it's nothing like that. Although, now you mention it…" She shook her head. "Actually, no, that can wait. But really, you don't know what day it is today?"

"No… should I?" he asked unsurely.

She gazed at him for a moment before smiling. "No, never mind. It'll just be more of a surprise for you later. You could probably use one."

"If you say so." He decided not to question this and stood up. "Shall we get on with my magic practice today then?"

Twilight did say that there was no need if he wanted to rest more, but he felt that it would help if he made some kind of progress in something. He was still working on summoning solid objects from his colour shapes. Just last week, he had managed to finally summon a hollow rubber ball, much to their delight and was now moving on to small basic organisms. Specifically, flora.

They spent an hour on practicing this magic, Dusk creating the image of a lilac and then trying to summon it physically. For the first few minutes, he failed to bring it forth. Just when his head started to twinge a little, it flickered partially into existence, but still remain mostly formless. Then, just as they reached the hour, it came through fully.

"Well done, Dusk!" she praised. "You did it!"

"I did…" Feeling relief that something was going right today, he plucked the flower and turned to give it to her. "For you, my dear."

"Aw, Dusk, you are so… oh." Her face fell because as soon as he reached out with it, it vanished again.

"What? I still didn't do it? After all that time!" He smacked the ground with his hoof out of frustration. "I was so close, I-"

"Dusk, calm down." Twilight touched his shoulder and rubbed it gently. "Just breathe deep and let it out. Don't lose your temper over it."

He was angry for a few more moments, but hearing her voice and remembering the consequences of what would happen if he didn't control his anger, soothed him to a degree.

"Right… I'm calm…" he breathed. "Sorry, Twilight."

"It's fine, I can see why you might get a little frustrated about that," she said, keeping her voice level and gentle. "Don't try and push yourself too far and don't get angry about it, that won't help. I know that too well."

"I should have too…" he sighed and rubbed his head. "I just need a few minutes to rest."

She nodded in understanding and let him rest his head on the desk, going off to do some studying of her own while he gathered his strength. He felt peaceful and at rest for a few minutes and was rather tempted to go to sleep there. He could feel his eyelids growing heavy and he yawned loudly, realising how little sleep he'd actually got.

Just for a little bit, his mind thought lazily. I'm sure she won't mind…

"Hey, that's my thing!" He jerked his head up when Spike spoke into his ear. "Don't tell me you're going soft on me."

"So what if I am," he muttered under his breath. "Is there something I can help you with, Spike?"

"Actually, I wanted to know if you'd do me a solid," he whispered conspiratorially. "See, I promised Rarity that I'd help her out with something, but there are some dishes in the kitchen I need to wash up first. I kinda wanna get going now, just so I'm not late so…"

"And you'd like me to do it for you?" finished Dusk, with a slight edge.

"Me and Twilight already discussed this," he said quickly. "I needed to get away today anyway and she was gonna ask you if you wouldn't mind doing my share of stuff in the library. It's only a few dishes, it won't take long and I swear, I'll make it up to you later."

Dusk was very tempted to say no and that he could take the time to do the dishes before he left, let him rest a little. But these selfish thoughts didn't last long when he remembered his loyalties to his friends, especially to one whom he had worked closely with. Spike went out his way to do things for Dusk, it wouldn't be right if he didn't do the same in kind.

He had no reason to distrust the dragon either. If Twilight had talked about this with him, then he was sure that it would be acceptable. It wouldn't turn out well for Spike if he had been lying to get out of work, that much he could say for certain.

"Okay then," he agreed, standing up again.

"Really? Oh, yes! You won't regret this, bro, dragon's honour!" he swore, beaming brightly.

"It's no trouble at all. Now, go on, you wouldn't want to keep the lady waiting," he said with a wink.

Spike nodded and was out of the door in a flash. Dusk smiled a little after him before making his way to the kitchen. Washing dishes wasn't exactly rocket science and it probably wouldn't take too long. Those were the thoughts he kept to remain optimistic… which were completely gone when he saw the mountain that waited for him at the sink.

By the time he was halfway finished, having already spent a good deal of time etching off grease from pans, almost cutting himself on a knife and scraping off black burnt parts of food from plates or trays, Dusk was really beginning to get annoyed with Spike and perhaps should have told him to take these plates and shove them up his-

"Dusk?" Twilight stood in the door of the kitchen. "What are you doing washing all these dishes?"

He told her what Spike had told him. "Apparently, you and Spike agreed on this." His anger started to flare up again. "He wasn't lying to me, was he?"

"No, he wasn't, we did discuss that, but he wasn't meant to go yet." She looked a little angry now too. "Ugh, that lazy reptile! I told him to wash these last night, otherwise they'd pile up and now look what's happened!"

"I see…" He felt a little better with this knowledge in mind and managed to smile. "I suppose I'd better finish what I started."

"No, this isn't your job, this is Spike. You can stop right there and he can do it when he gets back," she said sternly, though not towards him. She realised this and softened her tone. "Sorry about that, Dusk. Once again, it's good to know I can rely on you at least."

"I try my best." Their lips shared a brief moment of contact and his mood improved slightly. "In the meantime, is there anything you'd like me to do while Spike isn't here?"

"Actually, there is. Could you go into the west wing and get me the Magical Compendium there?"

"Fetching a book, sounds simple enough." He departed to the appropriate wing.

It only took him a few minutes of browsing to find the table-sized, ultra thick volume of magical study, though he had to remove almost the entire shelf to find it, which he would have to reshelve later. In addition, carrying it was a great strain on his magic because it was so heavy, but he managed to get it to Twilight anyway.

"Here… we… go!" he said, practically slamming the book down and panting from the effort.

"Thanks so… oh." She looked at the cover and smiled nervously. "Sorry, this is the volume for A-M. I wanted the volume for N-Z for what I was studying."

"There's another?!" He stared at the book. "How can there not be enough space in that monster?"

"Magic is a very broad subject," she said, detecting the irritation in his voice. "I'm sorry, I should have specified."

"That's fine…" He breathed deeply, quelling the anger. "I'll be right back."

So it was that he had to remove all the books from another shelf, levitate it to Twilight with some effort right after trying to fit it through the door, carry the other equally heavy volume back and spend half an hour reshelving the books he had taken down, all the while suppressing his constantly mounting irritation and anger.

He told himself it was for Twilight, that it was his job and he shouldn't complain. It didn't do a whole lot to make him feel better and only added to the feeling that this bad day was only getting worse all the time.

After this frustrating task, he let himself have a moment of quiet reading. Twilight, not really objecting, did her best to manage without him in her studies and left him to it. At some point though, he knew she was going to have to come and find him for something that Spike would usually do. As it turned out, he was right.

"Dusk?" He looked up from the desk. "Since Spike isn't here and I usually practice magic with him, could you help me with something?"

Despite all of the dishes he'd had to clean, he'd made a promise to Spike and he wasn't going to let Twilight down.

"Of course," he nodded, getting up. "What do you need?"

"Don't feel that you have to, if you'd still prefer to rest," she put forward.

"I'm your second assistant and your coltfriend. I would think that helping you would come with the description," he answered in an attempt at humour. "What do you need?"

She hesitated before continuing. "Well, I came across a transformations spell I wanted to try out. It supposed to have mild effects, but it works better if used on a living thing. I'd understand if you feel uncomfortable doing that…"

"I trust you with your magic, Twilight," he said comfortingly. "If you need to try out a spell on me, I'm sure it won't be so bad."

Her doubt vanished and she smiled. "Thanks Dusk, you're the best."

"My pleasure. Now, shall we?"

"Right. Just hold still and don't move." Twilight's horn glowed and Dusk felt the tingle as the spell hit him. "There, now we… oh dear! Do you feel all right, Dusk? You look a little… green."

Dusk blinked and realised he was seeing the whole world through a green hue. He couldn't tell if he was green or if it was just his vision, but didn't seem so bad. Apart from a mild tingling in his hooves and other parts of his body, he didn't really feel anything.

Twilight was less calm. "I am so sorry about this! I had no idea what the effect of this spell would be!"

"Don't worry, I'll be fine," he assured. "Just so long as it's not permanent, right?"

"Of course it's not!" she said quickly. "I'm sure it's just a little side effect. Just give it a few minutes and you'll be fine. Then, if you want, we can try again."

"As you wish," he complied.

In the end, he waited half an hour for the spell to wear off. Seeing the world in green wasn't too bad and he could ignore the tingling, but not so much the irritation he felt towards Twilight for not knowing the effects of it. It was mild, but it was there… though he wished it weren't.

He found her when it had worn off and reported that he was fine.

"Good, just like I said it would." There was that tone of unease she used before, but he ignored it. "Now, ready to try again? I'm confident it'll work properly this time, I just need to apply a little more energy."

"Ready and waiting," he nodded.

"Great… here goes." Her horn glowed again. When it stopped, he realised that he was bigger, his body more furry and his legs smaller. She'd turned him into a buffalo. "Oh dear, that isn't right. Don't move, I can fix this!" Another glow and he was turned into a dog. "This isn't turning out like I planned. I'm sorry, wait a moment."

Another glow and this one was the one that made him shout out, after already having his nature changed twice before. He didn't even know what he was. What was this?! Why was he pink and squidgy? Where had his fur gone? Wait, where were his hooves and what were these long pink things on the end of them?

"Oh dear, oh no! Just one more try, I've got it this time!" He was about to cry out against it but she had already cast the spell. To his utter relief, he felt the warmth of his fur again and the comfort of four legs. "There we go. It all worked out in the end, didn't it?"

He glared at Twilight who was forcing a smile. Suppressing the anger he felt at what had just happened, he managed to growl out, "Let us never speak of this again."

"Agreed," she said quickly. "I really am sorry about all of that, I was just curious about what that spell would do."

"You couldn't have researched more into what it would do or how to perform it before you did it?" he asked irritably. "I'd have thought you'd have some common sense, Twilight."

"I don't know what you're getting irritable about," she retorted. "You were perfectly willing to help me before."

"I was, yes, until you started turning me into every different animal in the world!"

"I already apologised for that! Do you think I enjoyed doing that to you?"

"No!"

"Then what is it?"

"You know what…!" Noticing how much he was raising his voice, he took a moment to collect himself again. "I'm sorry, Twi. I'm just… I haven't had the best day today."

In the brief moment when his eyes met hers, in his anger, he thought he had seen a flash of fear in her violet irises. But it came and went so quickly that he thought he must have imagined it.

"I think I can see that." Her tone was sympathetic again. "Come on. Let's go take a walk around town. I think we could both do with a break."

"That sounds like a wonderful idea."

Once they left the library, Dusk could feel himself starting to relax a little and feel better. When they'd been in there, she had been more in charge, in a sense at least and there'd been a little bit of distance. Now though, out here, they were just coltfriend and marefriend enjoying each other's company without having to worry about the little things.

Or maybe he just thought that because of how bad things had been going today and that Twilight sort of fell into that same category.

He only started to think about now how close he had been, all throughout today. It was like somepony was actually trying to push him to his limit, to get him to lose it completely and give way for his darker side once more. He had heard him louder than ever in his head, only barely managing to suppress him and it just seemed to be getting worse. How could he possibly handle every day, if it might be like this.

Waning protection during the day, little now at night it seemed… what if… what if he did come back? If he couldn't hold him any longer? He'd been trying his best, with his and Luna's efforts combined, but he could feel him, in the darkest recesses of his mind, under all the anger and disappointment that he kept bottled up inside. All his effort, it would be for nothing and his friends would be the ones to suffer the consequences of his failure.

Fortunately, Twilight was a source of comfort for him.

"So," asked Twilight, after a few minutes of silence to mellow him, "you've had a bit of a rough day?"

"That's an understatement. I don't think I've ever had a day as bad as today has been," he said, with a slight bitter laugh.

She smiled sympathetically. "That bad, huh?"

"Indeed. I mean, I fell out of bed, banged my head, broke my glasses, ran over Equestria and back chasing after my hat, got soaking wet, had to clean a bunch of dirty dishes, was almost crushed by two different magical compendiums and had my marefriend tried to change my very nature several times! So yes, pretty bad." He wouldn't normally complain, but he felt a little lighter having got that out.

"I don't know, I've heard worse," she giggled. "In all seriousness though, I understand. We all have our rough days."

"Yes, but today I feel like something is personally out to get me," he confessed. "I know that must sound rather stupid…"

"No, that's exactly how I felt on one of my worst days," she said. "Remember when I thought I was going to be late getting my letter to Celestia?"

He laughed a little. "I mean no offense, Twi, but I don't think that was as bad as that."

"Perhaps not. At least you haven't gone completely nuts and tried to knock me out yet," she joked.

"Don't tempt me."

"Anyway, the point I'm trying to make is that everypony has a bad day, once in a while. But surely the good has to weigh out the bad so that, in the end, you'll look back on today and laugh about it." She placed a hoof on his cheek. "That's what friends do. Forgive, forget and move on."

"I don't see how I could ever laugh off what's happened today…" He'd lost control several times, only just being able to regain it.

"Well, I thought the same about my whole report fiasco. But look at us now."

Dusk felt amazed at the effect that Twilight had him with those words of comfort. Just that simple statement made him believe for a moment that this might be true.

"You're… you're right, Twilight." He smiled gratefully at her. "Thanks, I… I really needed to hear that."

"I know, that's why I said it. Besides, if you are driven to insanity, I can just knock you out again," she giggled.

He laughed too, surprised into it. "You might have to, if today gets any worse than it already has…"

"Hey, it'll get better." She kissed his cheek briefly. "You'll see."

"How do you know that?" he asked, almost desperately.

"I know."

Again, she said that with such surety and confidence that he believed her. Just then, he felt like this was one of those perfect moments with her. A moment when he would be able to tell her what Rarity had mentioned to do and what he longed to do, but had never been completely sure of. Now, he knew there was nothing he was more certain of.

"Twilight… you're best friend and marefriend that I've ever had and could ever hope for," he said, with complete honesty.

She was a little surprised by his words, but kept her smile. "Thank you, Dusk. That's… sweet of you. I feel the same. Except supplement marefriend with coltfriend, of course."

"Of course." The nerves rose in his stomach, but he ignored them. "I've… never really told you this. I've always meant to but… never really had the chance, but I… I…"

"Dusk, what is it?" He had good reason to be nervous, for every other time he'd tried to tell her this, something had interrupted.

"It's just that… Twilight… I… I lo-"

SPLASH!

Cut off yet again, this time by a cloud that had been emptied over his head. It only added to his frustration from the loud guffawing he could hear from above.

"Rainbow Dash! That's not funny!" yelled Twilight.

"Oh come on, it was a little funny," she sniggered. "Dusk knows I don't mean anything by it, right Dusk?"

"Yes, no hard feelings," said Dusk through gritted teeth.

They'd returned to the library not long after that, Dusk's anger again starting to surface from yet another failed attempt to confess his feelings to Twilight. She had dried him off again and when she asked him about it, he said that it wasn't important, having again lost his nerve and his hope from the previous assurance that the day would get better. Since it was now nearing its end, he had even less aspirations for that hope.

When it was time for him to leave, Twilight offered to accompany him to his house. She suggested that it had been a while since they had a quiet session in his home, reading a book on the couch, just the two of them. Her way of making up for a bad day, she said. Knowing that it would be better than silently fuming about his awful day alone, he took her up on her offer and she accompanied him on his route home, with no more sudden gusts of wind this time.

As they walked, Dusk considered a number of things. If he would be able to hold back Doom after such a day like this, if he could ask Luna to cancel the lesson that was scheduled for tomorrow if he didn't feel like doing it and at Twilight's behaviour. She looked to be trying very hard to keep quiet about something, pursing her lips and darting her eyes around the place, only ever settling on Dusk for a brief moment or two before darting off again.

He'd only ever seen her act in a similar way once and that was when she'd been trying to keep Rarity's and Fluttershy's secrets from the other. Did she have another secret now that she was trying her best to keep hidden… or was it something else?

"Twilight, is there something wrong?" he asked her, as they neared his house and she was looking further agitated.

"No, nothing. Nothing at all." She shut up quickly after that, not making eye contact still.

"If you insist." He reached for his key and unlocked his door. "You just seem a little nervous about something, that's all."

"Nervous? Don't be silly. Why would I be nervous or apprehensive in any way whatsoever? I'm fine, nothing wrong at all," she said quickly, forcing a smile and letting him go first.

"Twilight, you can be as bad of a liar as I can sometimes," he chuckled stepping into the darkened house. "What is it, is there something wrong?"

"Not wrong, no." Now, it changed and a smile grew on her features. "You'll see, soon enough."

"What do you-?"

"SURPRISE!" The lights suddenly blared on and several ponies jumped out of hiding places behind furniture. "Happy birthday, Dusk!"

Dusk blinked several times, first to get his eyes used to the light and second from sheer bewilderment and comprehension of what they had just shouted. This was what he had forgotten, a date he'd never paid much mind before because nopony ever really had.

It was his birthday… and his friends had thrown him this party. All of the girls emerging from hiding places, wearing party hats and warm smiles. He turned to Twilight, who was wearing the latter, though not the former.

"Was this what you were trying to keep secret?"

She laughed sheepishly. "That obvious, huh? I knew you weren't having the best of days and I knew this would be a nice surprise for you to make up for all of that."

"See? I told you I'd make it up to you and throw you a party just as good as mine," Spike proclaimed, hopping up on Rarity's back.

"We all helped with preparing this party, Spikey-wikey," reminded the mare.

"Yeah, but I was the one who managed to round up a few extra guests, just so he wouldn't get bored."

Looking around, Dusk could see what Spike meant. Apart from the girls, there were a few other ponies that he'd seen around Ponyville he liked to think he was friendly with. There was Derpy, beaming and holding a muffin with his name on it (literally), Gentle Dream and a stallion he assumed was her coltfriend, Nightfall and his marefriend, Frequency Stream and two other mares, one a white furred DJ he'd seen before and a grey-furred earth pony he'd met at the Hearth's Warming Pageant, though she looked like she'd been dragged here and, of course, Ray Strike, also smiling happily, but rubbing the back of his head a little awkwardly.

Even so, Dusk could feel the beginnings of a smile, feeling that this awful day had finally gotten better, just like Twilight had said. They'd actually done a party for him. On his birthday. A day that he'd never thought much of celebrating and had actually managed to forget almost completely. All of the bad experiences today, the near-misses, suddenly they didn't matter so much anymore. Not now he was with his friends.

Although, a very small thought of anger did flare up briefly with a question: if they knew he wasn't having the best day, why didn't somepony tell him that and try to cheer him up?

He ignored it though and let the smile grow, gazing around at them all.

"I… I really don't believe this. You can all still surprise me, even the newer faces," he added to the others. "Thank you… all of you…"

"You're welcome!" Pinkie said brightly. "Now, as I always say…"

"Let's party!" finished Ray, blowing a party horn.

"Hey, that's my line!"

With a little ushering from Twilight, Dusk moved into the centre of the room to start mingling with the guests. Most of the girls all socialised with each other, but he made it his job to speak to and welcome the other less familiar faces. He talked with Gentle, who introduced her coltfriend Star Chaser and engaged him in conversation about some art projects that she was working on, perhaps he'd like to help her out a little. Nightfall introduced his marefriend as Shimmer, the two of whom seemed rather close and told him about some strange energy spikes he'd seen shooting off into the sky over the past few weeks.

Derpy came up and presented him with his present, in the form of a muffin she'd baked for him specially. It had his fur colour as the base and his mane colour as chocolate icing, as well as little coloured sprinkles to symbolise his magic. His most interesting conversation, however, was one with Frequency, who offered him to shake the hoof of DJ PON-3, or Vinyl Scratch to her friends. From years of living in Canterlot, Dusk knew enough to know the significance of meeting her and apparently, she did too.

"Yes, believe your eyes, for it is I, the Turntable Temptress, the Mistress of Music and the Devastatingly Delightful Disk Jockey of all of Equestria, known better to all lucky enough to know me as Vinyl Scratch," she greeted eloquently, shaking his hoof and grinning.

"She's quite the modest one, isn't she?" quipped Frequency.

"What fun is being cool if you're not gonna brag about it a little?" she shrugged. "And a happy birthday to you, Dusk, 'cause this'll be the best one you ever had. Right Quency?"

"You know it, Scratchy," he returned.

"Well… thank you both for coming," he said politely. "It's an honour to have you here, Miss Scratch."

"Miss? How'd you guess? Now, I am flattered but I hear you already have a marefriend. Although, not too bad…" She laughed from his blush. "I'm just kidding with you. If you wanna call anypony 'miss', talk to Tavi here."

The earth pony she referred to merely rolled her eyes at being addressed like this.

"Come on, Tavi, quit being such a killjoy," urged Vinyl. "It's a party. Loosen up, or the kid'll think you came for his funeral or something."

"I will enjoy myself how and when I please, not because you tell me to, Vinyl," she responded curtly.

"Eh, you're no fun. Hey, Quency, let's go get some punch, see if she's any better by the time we get back." Looping her leg through Frequency's, the two of them set off.

Though he was irritated by Tavi's apparent attitude, he decided to maintain his Canterlot standards and be polite.

"Can I get you anything, miss?" he asked. "Some punch or a little food?"

"No, but thank you for offering." A small smile grew on her face. "You seem polite at any rate, it wouldn't serve me any worse not to be the same. I am Octavia, or Tavi to a certain disk jockey."

"Pleasure to meet you properly, Octavia," he returned, shaking her hoof. "I take it you were dragged here against your will, somewhat?"

"In a sense, yes. Vinyl told me I need to 'get out more', so she pulled me along after Frequency was invited," she said, with a mild tone of disdain. "We were here in Ponyville visiting him and she dragged me along to that as well."

"She drags you around a lot of places, does she?" he chuckled.

"More times that I'd care to mention," she replied, a slight laugh of her own. "She bought me here hoping some of Frequency would rub off on me."

He glanced over at the stallion, who had just smeared some cupcake icing on Vinyl's nose, the latter laughing away. "You don't approve of him then?"

"Let's just say that it takes an eccentric musician to know one and I know two," she answered. "Not all of us have bloated egos. Some of us prefer to be humble and reserved, proud only of what they do."

"I feel much the same," he said. "Although, I could hear you playing in the pageant. You're very talented at your work."

"Thank you, that's kind of you to say so. May I say as well that you are equally as talented with your magic," she returned. "I saw your performance at the Magic Contest last year."

"I didn't know you went to that."

"Just because I do not possess magic does not mean I cannot appreciate it," she quipped. "One could say the same for yourself and music."

"Touché. Well, I apologise for your lack of enjoyment here. I know it can get a little hectic." He ducked casually as Pinkie soared over him, having been fired from her own cannon by Ray.

"I noticed. I must say though, this is making up for it somewhat," she said brightly. "At least you can also hold a decent, civilised conversation."

"I advise you speak to my friend Rarity as well." He pointed her out in the crowd. "She's quite sophisticated, you two would get along fine."

"I'll bear that in mind. Oh and I forgot to say: happy birthday, Mr Noir," she wished.

"Thank you and just Dusk will do, Miss Octavia."

"Only so long as you call me Octavia, though I thank you for being so proper."

"It's what I do."

"Oh, what's this I see?" Vinyl had returned, a triumphant grin on her face. "Making some friends, Tavi? Just like I said you would."

"Well, I suppose you can be right on some occasions," she countered, with a pleasant smile at Dusk.

The wake of all these conversations told him that things were finally getting better today. The only source of irritation was when Ray had come up to him and told him that he hadn't got him anything for his birthday.

"Yeah, I'm sorry about that," he said, after he'd had his turn in the cannon. "I was scouring the whole day for something, but… you know, I've never really had friends before, so I didn't know what to get you. Believe me, it would be the same for anypony."

Poor excuse, he thought bitterly, but quashed that thought and smiled. "It's fine, Ray. I'm not all that fussed about presents anyway, don't worry about it."

"Hey, you okay?" He must not have missed that brief flash of anger.

"Yes, I'm fine. I just… haven't had a good day, that's all," he shrugged.

"Right…" He looked at him in that way again, like he knew something. But the look was gone just as quickly. "Well, have fun now anyways. I'm gonna try that again!"

"I think your singed tail fur would disagree!" he called.

"It'll grow back!" he returned.

He was right though. With all of his friends gathered here, old and new, playing party games, talking, eating, drinking, Dusk couldn't imagine how he'd thought today wouldn't get any better. This was the true joy and magic of friendship, right here in his home. The small growling in his head he could easily ignore and keep under control. Nothing could possibly spoil this, he thought.

How wrong could one pony be?

"So, do you believe me now?" Twilight asked, sidling up to him and smiling.

"I believed you before, it's just now I have proof." The way she smiled, the way she always made him feel better, no matter what. He found his courage again and decided to say it now. "Twilight, could I talk to you? In private?"

Concern only appeared briefly on her face. "Of course. Come on, let's go outside where it's quieter."

Their departure from the party didn't go entirely unnoticed. A wolf whistle came from Ray, a whoop from Pinkie and a 'rock on, man!' from Vinyl, making Dusk blush and be slightly angry that they didn't have a little more respect for them.

The silence of the night contrasted greatly with the noise and merriment inside his home. The only sound was the gentle playing of crickets hidden in the dark, the only light from Luna's moon and her stars, though he could also make out some darker clouds gathering overhead. He remembered that there was a storm scheduled for tonight and hoped to be back inside before it rained.

"Beautiful, isn't it?" whispered Twilight, her head leaning on his shoulder.

"Yes, you are."

"Dusk…" She giggled slightly, then turned to face him. "So, what is it? Is there something wrong?"

"Not wrong, no. Just something that… I've been meaning to tell you, for a while now."

"Is this what you were meaning to tell me before?" she asked, sharp as ever.

"I think you might be psychic too," he joked. "Hopefully, nothing will interrupt this time."

"Here's hoping. Go on then, what is it?" she prompted.

He was silent for a few minutes, trying to think of the best way to say this. Twilight waited patiently until he spoke again.

"Okay… well… like I said before, I wasn't sure if I… felt this way about you, if the length of time we'd been dating was… right. But now, I know that it couldn't be anything else. I've never, ever felt this way about anypony the way I do for you, right now."

"Dusk… what are you saying?"

"I'm saying… I'm… saying…" He took a deep breath and held both her hooves in his. "I… I… I love you, Twilight Sparkle."

There, he had said it now. Even in the dark, he could see how much her eyes had widened. "You… you… love me?"

"I wasn't sure if I did at first, but I know it has to be it," he went on. "You're all I think about sometimes, the one who always makes me feel better, no matter how sad I might be. I think I may have felt like this from the moment I first saw you. I only know now that… it must be true."

He now waited with baited breath for her response, one that he was sure that she would give, though a small part of him still doubted it. He waited for her to return his words, to say that of course she felt the same way he did. How could she not?

But she didn't.

"Oh… right," was all she said.

That small part of him was growing bigger now. "You… you don't feel the same?"

"No! I mean, yes, I mean I… I… I don't know…" she whispered. "I mean, I'm very, very fond of you, Dusk and I cherish all the time we have together but… I don't know if… if I love you. I just… I need more time to think about this…"

"What's there to think about?" he asked, desperation creeping into his voice. "I love you, isn't that enough?"

"I know, I heard you," she insisted. "I just… I don't know if I feel that way too."

"W-what? How can you not?"

"Like you said, I've never felt this way before either. I don't know… I don't know if it is love, okay? I need more time to think about it, to figure it out…"

"You don't need to think about it." This wasn't happening, how could this be happening? "Just say that you love me. Please."

He could tell that she was distressed now. "Dusk… I don't… I can't…"

"Why can't you?" All the anger, all the frustration he'd kept down inside was coming up now and he couldn't stop it. Didn't stop it.

"I… I just can't-"

"THEN WHAT IS THE PONT?!" he exploded. "All of this time, all the moments we shared, what has been the point of any of it?!"

"Dusk, calm do-"

"NO! No, I will not calm down! Because you have lied to me, Twilight Sparkle, again!" He couldn't stop the words that were pouring from his mouth now. "I thought we had something special, something wonderful, but apparently you didn't!"

"Dusk, that's not true!"

"This has all just been a project for you, something you thought you could learn, study and control, just like our friendship! But not to me! This had been the best thing that ever happened to me and now you've ruined it! YOU!"

"Stop it! Stop it, right now!"

"Why? Scared you can't control it, can't figure it out? Well, newsflash, Miss Sparkle, you can't control me, no matter how much you might try! You never even wanted this, did you? You never wanted to be with me! It was all just some game to you!"

"DUSK!" Her eyes were shining with tears now, but he didn't care. So were his. "How can you even say that?!"

"Quite easily and you know what, here's something else: if you don't feel about me the way I do about you, maybe we should just… STOP!"

"FINE THEN!" Her face was set in anger, her cheeks stained with tears. "If that's the way you want it, then fine! Don't bother coming in tomorrow! I don't want to see you for a while, if ever!"

With that, she turned tail and galloped off home, her sobs echoing clearly back to him.

"Fine by me! See if I care!" Not stopping there, he stormed back inside, his anger driving him.

"Dusk?" Ray hurried up. "What happened out-"

"GET OUT! All of you, get out of my house!" Calling on his magic, he shot spell after spell at them, chasing them all out. "Leave me alone, just get out!"

He stood there, in his living room, fuming and seething with rage… until the silence pressed in on him and comprehension dawned on what he had just done.

He was alone. All alone. They were all gone. His friends. He'd sent them all away, attacked them to get them to leave. After they'd done all of this… for him. He wanted to go after them, to call them back, but what would be the point? They wouldn't come back to him, not now. He'd lost them… his friends… the love of his life, all of them. Gone.

Still feeling that anger bubbling away inside him, mingling with the guilt and regret he felt also, Dusk crawled upstairs, into his bed and fell into sleep, crying all the while…

* * *

_There was no forest this time. It was only a barren, lifeless desert, boiling in the rays of the burning sun. Nothing was growing here, nothing lived and everything had died. It was just him, alone, calling out in vain for somepony, anypony to find him._

_But nopony came._

_Sometimes, he thought he saw them, on the horizon. They shimmered faintly and he would try and run for them, but they were gone by the time he arrived. Just a mirage, an illusion. One that he had shattered with his very presence. It was just him, alone._

_Except that he wasn't. Something else was here. Somepony._

"_What's the matter, brother?" He could hear him, close. He spun around, but saw nothing. "You're looking quite lonely today."_

"_Where are you?!" he cried. "Show yourself!"_

"_Why, I'm right where I always am. In your shadow." Dreading what he would see, he looked down at it._

_At first, it was normal, black in the sun. All of a sudden, it lengthened and grew, though the sun hadn't moved. It rose as a cloud of black vapour, coalescing and combining to give it shape and form. And what a terrible, leering form it was._

"_Learned a new trick then?" Dusk asked, determined not to be scared by him._

"_As lights are your forte, so shadows are mine," he countered. "As does chasing away your friends. I'm partially inclined to be proud of you. Only partially."_

"_Shut up!"_

"_Oh, touched a nerve, have I?" He started to walk closer, striding with purpose._

"_Keep back!" He backed away from him. "Luna will stop you, she always does!"_

"_Oh really? Then, where is she? Has she left you too, like your friends have?" he taunted._

"_You were the one who did that!"_

"_I only gave you the knife. You were the one who stabbed them with it."_

"_No! No, I didn't… didn't…"_

_Doom sneered at his speechless state. "Nothing to say, Dusk? No final words?"_

_Dusk panicked when he thought Doom was getting taller. He stood rigid still, waiting for Luna to banish him again, as she always had done. But he felt nothing, her presence non-existent. Even here, he was alone. Nopony was coming to save him now._

"_Looks like not. Oh well, let's get on with it then." He resumed his march towards him._

_Dusk tried to bring his hooves up to fight, only to find he couldn't lift them. He looked down to see they were sinking into the sand, the grains falling around him and pulling him down. Doom hadn't been getting taller. He'd been getting smaller._

"_No! No, please no!" He tried to struggle out, but the pull was too great. "Stop! No!"_

"_Don't worry, brother," growled Doom, that horrible leer on his face. "I'll take good care of your friends for you. I'm sure they'll appreciate it."_

_The sand closed in around his head. He tried to grab something with his hoof, but there was nothing. He tried to use his magic, but it had gone. He was helpless, there was nothing he could do to stop him._

"_I'm so sorry, Equestria…" The last thing he saw was Doom's hate-filled eyes before the sand consumed him completely._

* * *

It was in the early hours of the morning that Rarity made her way to Dusk's home. He had demanded to be left alone the previous night but now, she was determined to speak with him about what had happened. If there ever was a time the stallion needed her, it was now.

She could have a good guess about what happened though. She'd heard the raised voices from outside, had noted that Dusk had come back alone and the look of utter despair mingled in with his anger. Something had happened between him and Twilight and it was up to her to try and fix it. Hopefully, it would be something that was salvageable and not too much of a worry.

But that look on his face… it had broken her heart to see him in such a state. Celestia knows how he must be now…

She reached the humble little abode, already going over in her head how best to comfort him. She raised her hoof to knock, but when it the door, it slid open slightly. He hadn't closed it, hadn't locked it since last night it seemed. He must have been in so much distress it had slipped his mind. The poor dear…

She pushed it open to allow her inside. Part decorations were still up from the night before, although it looked like some had been torn down. A few broken punch glasses littered the floor, the carpet was soaked with their contents and it was all just a huge mess. The neat freak in Rarity urged her to get cleaning, but she ignored it, looking at the bigger picture. He must have been driven to do this in his anger last night.

Yet… something didn't sit right with her. It was too quiet…

"Dusk? Dusk darling, are you here?" Silence was all that responded to her voice. "I let myself in, the door was open. I just came to check up on you…"

She trailed off, again feeling that sense of unease. Why hadn't he replied to her? Surely he must have heard her. Perhaps he was upstairs in his room, ignoring her or still asleep. Yes, she reasoned, that was probably it. This was Dusk, after all, what need did she have to be frightened.

"Dusk?" she called again, proceeding cautiously up. She didn't even really know why she was being cautious. "It's me, Rarity. Are you well?"

She reached the door to his room, which was open slightly. Only darkness was in that room. She felt the hairs on the back of her neck stand up as she pushed it open, peering inside. She could make out a bed in the dark, a tiny bit of sun through the closed curtains… and the silhouetted form of a pony, sitting on the bed.

"Oh, there you are. Hiding from me, were you?" Dusk didn't respond. His mane looked a complete mess and he was hunched over. She let her voice soften and took a step closer. "I heard about what happened between you and Twilight." No reply. "I know it seems hopeless, darling, but I know there's still a chance for you two. We just need to talk about it and figure out where you went wrong."

Still no reply. Either he couldn't hear her or he was deliberately ignoring her. Rarity pushed down her disapproval, knowing it wouldn't help either of them if she got snippy with him. What she couldn't push aside was that growing sense of dread that had accompanied her since she'd entered the house.

She raised her voice a little. "Dusk? Can you hear me? Are you okay?"

At first, he did nothing. Then, slowly, his head rose so that a little more was in the light. She saw a white flash, like bone in his mane… no, was his mane. That was when she noticed a few other things. His size was much larger, a smidge of orange where his cutie mark was she could make out… like a fire. And his fur… his deep, black fur.

He turned his head slightly, revealing a jade green eye staring at her like a predatory beast. A single slit instead of a round pupil. A voice, laden anger and dripping with hate, reverberated in her memory.

That dread now morphed into fear, then panic. This wasn't Dusk… it was… it was…

"Why, Rarity…" growled Blackhole Doom, with a horrible smile. "I've never felt better."

* * *

"You okay?" Spike asked Twilight.

"Yes," she snapped.

"You… you sure?"

"Yes, I'm fine."

"You wanna… talk about last night?"

"No! Now, go clear away the plates or something," she ordered. "You know, like you were supposed to do yesterday? Go!"

The dragon scurried away, which she was thankful for. She wasn't in the mood to talk and didn't think she ever would be. Not for a while at least.

Last night… talk about last night. The very thought of last night still brought up a well emotions in her. Anger, frustration, regret… sadness. No, why should she feel sad? Why should she regret what happened? Dusk had been the one to start the whole thing. The thought of him brought up those same emotions too. It was all his fault anyway…

So… why did she feel like crying about it? Why did she feel so empty? Why did her heart ache so much whenever she thought of him? She didn't know. She was too confused, her emotions too spontaneous and mixed up to let her think clearly. She was actually tempted to just go back to bed, to wait out the day there.

Until Rarity burst through the door, looking frantic and panicked. That didn't bother her so much though, she was probably just overreacting about something again.

"Twilight! Twilight!" She hurried up, looking frantically over her shoulder. "It's awful, simply horrifying!"

She sighed angrily and rounded on her. "What is it, Rarity? This had better be actually important. I'm not in the mood to deal with drama right now."

"Oh, this is important! In fact, it's ground-breaking!" she shrieked. "Of all the worst things that could happen, this is the-"

"Worst possible thing, I get it!" she snapped impatiently. "Save it for some other time Rarity, I'm really not interested."

"No, no, you don't understand! He's back!"

She stopped in her tracks. The sheer terror she'd uttered those last words with was enough to make her turn around and face her. She could see it now, reflected in her eyes. Fear.

"Who's back? Rarity, what is it?"

"I… I saw him. He let me go, let me run, but he did… something to poor Bon-Bon while she was walking by." She shuddered and squealed. "I wanted to help her, but I knew… I must warn you all, before he comes."

"Rarity!" She gripped her shoulders firmly. "Who's back? Tell me."

The mare stammered a little more, gulped and whispered out two words. "Blackhole Doom."

Twilight didn't even have time to widen her eyes in terror before she was screaming and backing away from the window. A hoof had just smashed through it, feeling around blindly. But the fur on it wasn't black, nor were the ponies who kicked in the door, snarling like beasts.

But there was something wrong with them. Not just in the way they acted, growling in anger, but around their heads… some kind of weird black vapour hung around their heads, seeping in and out of their ears. Their eyes… jade green, with slits… like his.

"What do you want?" she demanded of them.

They didn't respond. At least, not in any normal way. They shrieked and galloped right at her, leaping with their hooves forward, aiming to crash into her. Acting on instinct, she blasted them both with a paralysis spell, stopping them before they reached her and Rarity.

"Twilight!" Spike hurried out of the kitchen, running up to her. "I heard the noise outside, then in here. What's going on? What's happened to them?"

"I don't know, Spike." She looked them over quickly. "Doom must have done something to them."

"Wait, Doom? The guy who took out Dusk when Discord was around? He's back?" Spike asked fearfully.

Twilight found the words dying in her throat as the full meaning of those words descended on her. He was back. Blackhole Doom had returned. Which meant that… she felt a lump rise in her throat just thinking about it.

Fortunately, Rarity answered for her. "I'm afraid so, Spike. I came to warn you, as soon as I saw him."

Recovering her senses, Twilight nodded. "You did the right thing, but we need to find the others too. Come on!"

She opened the door with her magic… and froze at what she saw.

_I see no, hear no evil,  
black writing on the wall,  
unleash one million faces,  
and one by one they fall!_

_Black-hearted evil,  
brave-hearted hero,  
I am all, I am all I am_

_I am!_

Ponyville was a myriad of panic and chaos. Some ponies were running, hurrying to get away from other ponies, who were in the same condition as the two who attacked them. She saw a stallion trying to get away, but was pinned down by his pursuer. He tried to struggle away, but she turned him over, locking her eyes on his and allowing the black vapour to flow into his head.

He screamed, shuddered and froze. When his eyes opened again, they matched hers and that same vapour floated around his head. He leaped to his hooves and ran after another, the two of them disappearing down an alleyway. The other saw them and charged, screaming like a banshee, going for Spike who was closest.

"Hiyah!" She was cut off with a kick from Rarity. "Hooves off the dragon!"

"Nice work," she praised, Spike staring in amazement while she placed him on her back. "Now come on, let's go!"

They galloped off into town, hoping to find the others before those ponies did… or Doom did.

_Here we go buddy, here we go buddy, here we go, here we go buddy,  
here we go!_

_Go ahead and try to see through me,  
do it if you dare,  
one step forward,  
two steps back,  
I'm here!_

_Do it, do it, do it, do it!_

A few pegasi plummeted from the sky and they looked up to see Rainbow Dash, holding her own against more of the savages they'd met. She punched one, kicked another and bucked one off who was on her back. She nodded, saw them and sped down.

"Guys, what in the hay is going on here?" she demanded. "What's happened to everypony?"

"No time to explain, we need to find the others before the same happens to them," said Twilight quickly.

Staying true to her Element, Rainbow agreed straight away. "Right on. Let's get going then."

_Can you see all of me?  
Walk into my mystery  
Step inside and hold on for dear life!  
Do you remember me?  
Capture you or set you free_

_I am all, I am all of me!_

Hurrying to the outskirts, Rainbow spotted Applejack by her cart. She was bravely holding her own, kicking apples at attacking ponies and knocking them down, or else just kicking them.

"Whoa nelly!" she yelled when they reached her. "Now, ah know ponies like our apples, but ah have ta draw the line with this one."

"Join the club, we got jackets." Rainbow's eyes suddenly widened. "Fluttershy! She's gonna get torn apart by these guys!"

Nopon y argued with that assessment and it made them gallop to Fluttershy's cottage all the more faster.

_I see and feel the evil,  
my hooves will crush them all,  
you think you have the answer,  
I laugh and watch you fall!_

_Black hearted evil,  
brave hearted hero,_

_I am all, I am all I am  
I am!_

_Here we go buddy, here we go buddy, here we go, here we go buddy,  
here we go!_

They saw broken windows at the cottage and feared the worst. Twilight had to duck when they reached Fluttershy's door and a pony burst through, having been knocked back by a punch. However, it wasn't from the timid Pegasus.

"Knock first, then come in!" shouted Ray, dusting his hoof off. "Oh, hey girls. How are you all?"

Applejack asked what they were all thinking. "What in the hay are you doin' here?"

"I came over to check on Fluttershy, after Dusk's little… episode last night. As a friend, of course," he added, with a slight blush. "We were doing fine, then these guys started acting like ponies out of a zombie movie and I had to improvise."

"Oh my goodness, girls!" Fluttershy hurried out from behind Ray, utter relief on her face. "I'm so happy to see you all. I was… so scared…"

"Good thing I was here, eh?" asked Ray, with a grin.

"Yes… you were really brave, Ray," she muttered. His grin faltered slightly and he coughed.

"Yeah, yeah, all praise to Ray, but come on!" Rainbow urged. "Pinkie might be in trouble!"

"Good point!" Ray sprang quickly. "Let's go save the party pony!"

_Go ahead and try to see through me,  
do it if you dare,  
one step forward,  
two steps back,  
I'm here_

_Do it, do it, do it, do it!_

Pinkie was in Sugarcube Corner, throwing confectionaries at a converted Mr and Mrs Cake, standing between them and the crying foals behind her. The two of them were knocked down by blows from Rainbow and Ray, the rest of them hurrying up.

"Boy, am I glad to see you guys! The Cakes were acting real cranky this morning, so were the customers who came in before."

"We noticed." Ray attempted to push her along. "Come on, we need to bail."

"Hold on! I can't leave Pound and Pumpkin without their mom and dad!" she gestured to the two babies.

"Bring them too then, but let's go before more of them show up!" ordered Rainbow.

Pinkie left quickly, came back with two baby carriers on her side and placed the foals into them, trying to soothe them while they ran, looking for an escape.

_Can you see all of me?  
Walk into my mystery  
Step inside and hold on for dear life,  
Do you remember me?  
Capture you or set you free?_

_I am all, I am all of me!_

They tried to run, to get away from these former ponies. But every time they tried to run a route, a whole horde of them cut off their escape, forcing them to go another way. It seemed like the whole town had been turned into them, every single one out to get Twilight and her friends. How had Doom caused all this? Corrupting them, changing them…

Like Discord, only less… controlled.

It was only when they were surrounded in the centre of town that Twilight realised something. They'd been herded here, cut off from any escape and trapped in one spot. There dozens, if not hundreds of them on all sides. She summoned her magic, prepared to go down fighting.

Until she heard a horrible, familiar laughter that chilled her blood.

_I am, I am everypony, everywhere, anyhow, any way, any will, any  
day! _

_I am, I am, I am!  
I am!_

Shadows billowing around him, his horn glowing, Blackhole Doom walked towards them out of the crowd, his minions parting to let him pass. It was a terrifying mix of triumph, mingled with hatred and anger.

It was made only worse when she remembered who he was, who he used to be.

"Hello again, girls," he growled. "Did you miss me?"

"Like a bad smell," retorted Rarity. "What did you do to Dusk, you monster?!"

"He's tucked away, somewhere," he rumbled. "Don't worry, you'll all be joining him soon."

He laughed again, chorused almost by the screeches and roars of the ponies of Ponyville he'd turned into creatures just like him. Filled with nothing but anger, hatred and rage.

And there was an army of them.

_Do it, do it, do it, do it!  
Can you see all of me?  
Walk into my mystery  
Step inside and hold on for dear life,_

_Do you remember me?  
Capture you or set you free?_

_I am all, I am all of me!_

_I am, I am all of me..._

* * *

The song used was I Am All Of Me by Crush 40

TO BE CONTINUED…


	27. Hope Lost, Hope Found

**Hope Lost, Hope Found**

Twilight was frozen in shock. Every part of her screamed at her to act, to try something, anything that might get her out of this, to help her friends. But she couldn't think, her mind was a complete blank, held in terror by the travesty of a pony that stood and laughed before her, his army of mindless slaves screeching along with him.

How could she, when it might mean hurting the one she cared for the most?

The others too seemed just as at a loss for what to do as she was. Some of them, like Spike, Pinkie and Fluttershy cowered away from the horde that encircled them. Others, like Rainbow, Applejack, Rarity and Ray, would step forward, but then retreat again, in two minds to whether they should attack or not. They needed direction of some kind, leadership, which she knew she was the only one to provide it.

But no matter what, she just couldn't think of anything, to the point where she just wanted to break down and cry. What were you supposed to do in this situation? Surrounded by the ponies who were your neighbours, your friends, now out for your blood and led by a pony who she had spent every waking moment in happiness and caring, now wanting nothing more but to watch her suffer. What could she do? What could any of them do?

In the end, that question was answered for her.

Just as they started to close in, when she felt like this was truly the end, a bright flash appeared above them. The fierce glare of this light drove them back, stunned them temporarily, enough for the one who conjured it to descend into the middle of their group.

"Stay close to us, everypony!" Out of impulse, Twilight did as she was commanded.

At first, all she could see was Doom, glaring at her with the intensity of a thousand dying suns. Suddenly, the sensation of a teleportation spell hit her, but one more powerful than any she had ever cast. Next, she saw bright white marble, polished golden stones, a long bright red carpet across a tiled floor and knew where they were.

They had been brought to the Canterlot throne room. Which confirmed the identity of their saviour, who was folding away her wings and gazing around at them all with concern and worry.

"Princess Luna!" She hurried up to the princess and despite herself, threw her hooves around her in a hug. "Thank you so much!"

"Ah… Twilight Sparkle." An awkward tone was in her voice and she patted her on the back a few times. "It was our… my pleasure."

She suddenly realised what she was doing and pulled back. "Oh… sorry…"

"Fret not, young filly. No doubt you could use some comfort, after what you have been through," she replied with understanding. "How fares your friends?"

She looked around at the group. The majority were all staggering around, trying to recover from the unusual sensation teleportation brought, all with the exception of Ray, who was helping Fluttershy and Pinkie, who was calming down the Cake's foals.

"Apart from about ta lose ma breakfast, ah'll be fine," groaned Applejack.

"Shh, shh, it's okay babies, it's okay," soothed Pinkie, rocking them in her forelegs. "We're safe now, just a little bumpy ride, but we're okay."

Luna looked shocked. "I did not know you were with children, Pinkamena."

"They're not mine, they're the Cakes. I rescued them after… after their parents went crazy." Something very rare for Pinkie happened, a slight break in her voice.

"A noble effort you have made then, to ensure their wellbeing." She summoned a nearby guard. "Take Miss Pie to Princess Cadence. She can assist you in taking care of them, then return here when all is well. There is much we must discuss."

"But I…" She no doubt had reservations about leaving her employer's with a stranger, even if she was a princess. The look on Luna's face prevented her from arguing back. "Thank you, princess." A little reluctantly, she left with the guard.

With the rarely heard sadness in her voice creeping in combined with her departure, Twilight began to feel a little hopeless again, as the Element of Laughter left them.

Rainbow broke the silence in her departure. "Thanks for the save there, princess. How did you know we were in trouble?"

"I was-"

"Luna!" A little hope rekindled in Twilight with the arrival of the eldest of the sisters. "What's going on here? I saw you flying off to Ponyville in quite a hurry. Why are Twilight and her friends here? What's happened?"

"I apologise for the abrupt departure, dear sister," replied Luna. "I had some strong suspicions that I needed to confirm."

Realisation dawned on her teacher's face. "Is this to do with the fact you couldn't enter Dusk's dreams last night?"

"Indeed and it is my sad duty to bring the dire news, confirmation of what I had feared. Blackhole Doom has returned."

A little of their safety was shattered at these words. Shock now appeared on Celestia's features, as did a little fear.

"How can that be possible?" she gasped. "I thought he had been vanquished, along with his master."

"It would seem that we have been proven otherwise," said Luna grimly. "He has turned all of Ponyville into feral beasts under his control. I just arrived to find them all cornered and brought them here for their own safety."

Celestia looked thoughtful for a moment, then nodded. "You acted well, my sister. I would have done the same. I am glad to see that you're all safe."

"We are too, princess." Twilight felt a little more security under the benevolence of the Sun princess's radiant smile.

"I'm sorry, I've been keeping quiet for now, but now I just gotta ask… does everypony realise that we are with not one, but both rulers of Equestria?!" Ray asked incredulously. "Seriously, am I the only one who's noticed this?"

"Who is this stallion?" Luna now turned her attention to him, looking sceptical. "His face and form are not known to me."

"I… she… me… how…?" For once, Ray's confidence failed him, held completely awestruck at being in the presence of royalty.

"You should see the look on your face." Laughing a little, Rainbow saved him from his trouble. "This wide-eyed guy is Ray Strike, a friend of Dusk's and, by extension, a friend of ours."

Twilight noticed Celestia's eyes widen a little when she heard Ray's name, along with a slight flash of something in them, most closely akin to… she couldn't put her hoof on it, but it vanished just as quickly as it arrived, replaced by a welcoming smile. This was matched by Luna, though she seemed to be more genuine.

"Ah yes, I recall now. My student mentioned him in a few of our lessons."

Rarity stepped in too. "He might not look like the most kempt and refined of ponies, but his heart is in the right place and he is as much our friend as Dusk is."

"I like him, if anypony wants to know…" Fluttershy blushed in her cheeks again. "He was really brave back in Ponyville… he protected me…"

Luna stepped forward and held out a hoof. "It is good to meet you in person, Ray Strike. Dusk also speaks well of you, as they do, so we see no reason not to hold you in the same regard."

"I… I… thank you, Y-your Highness," he stuttered, staring at her hoof for a while before he actually shook it. "Wait so, hold on… you know the princesses? Dusk too? I mean… what did you say? Student? Lessons? What?!"

"Apparently, Dusk has not informed you of a few things. Just like him, I suppose…" A shadow of sadness descended on Luna's face when she talked about him.

"Yeah, hold on a minute," Spike said. "Where is Dusk anyway? Why didn't we go and get him too?"

"I told you, Spike. When I arrived at his home, Doom was there waiting for me," reiterated Rarity.

"So? He could have been held prisoner there or something," insisted Spike. "We still could have tried to save him too, right Twilight?"

She felt her insides turn cold when all eyes turned to her. "I… well, I suppose we…"

"Poor fella, ah hope he's okay," Applejack sighed. "He's stuck there, in a whole town gone crazy an' we didn't have the time ta save him."

"Who says we still don't?" Rainbow challenged. "I say we get back in there and pull his flank outta the fire before it's too late!"

"Big brother…" Fluttershy's face was a visage of terror. "You think he'll be okay?"

"I dread to think of what Doom might be doing to him," shuddered Rarity. "You can hear the loathing in his voice whenever he speaks of him. I just hope that we can still-"

"STOP IT!" All of them turned to Twilight, whose tears were now flowing down her cheeks. "All of you! Just… don't!"

Not able to face them, now fully realising the implications of what had just happened, Twilight turned and ran out of the throne room, her sobs echoing through the halls, drowning out the calls of her friends.

* * *

"Twilight, come back!" Rainbow called, stopping halfway to the door that the unicorn had just run through.

"Hey, wait up!" Spike ran after her too, but he completed the journey.

In that moment of indecisiveness, she heard the sound of a teleporting spell in the hall and knew that there would be no way she'd be able to catch up with her now. Not without figuring out where she'd teleported to and that could be anywhere.

"What got into her?" she wondered aloud.

"It's obvious, isn't it?" Rarity said. "The poor dear must be feeling the worst about leaving Dusk behind. I don't blame her in the slightest."

"Oh my… should we go after her?" asked Fluttershy.

Celestia stepped in. "I'll see to Twilight. Luna, you stay here and explain the situation to them. They need to know what's at stake here."

"Are you sure, sister?" the younger asked. "Am I the best one to tell them?"

"Dusk is your student and shares this connection with you. Out of us, I think he would have preferred it that you were to explain it."

"Explain what?" demanded Rainbow. "No disrespect, but what the hay is going on here?"

"Luna will explain everything, Rainbow Dash," placated Celestia. "As I said, she's the best one to do so. Now, I must take after my student. I have a strong suspicion where she's gone."

Her gaze lingered for a moment on Ray again, as it had before and she left them there in the throne room with the Night Princess, who seemed indecisive about what to do next.

Ray saved her a bit of trouble by asking something else. "Why exactly is the Princess of the Sun going to comfort Twilight? Am I missing something here?"

"Apparently so." Luna turned to him. "As Dusk is my student in magic, so Twilight is my sister's. How do you think it is that her special talent is magic?"

"I'll be honest, I never really thought about that. I just thought she was gifted," he shrugged. "Dusk too, huh? And… you all know the princesses because of that? Which is pretty impressive, by the way."

"Yeah, that and being the Elements of Harmony helps a bit," put in Rainbow.

Confusion came over his face again. "Elements of what now?"

"Oh, come now darling, surely you must know about the Elements of Harmony." He met Rarity's face with a blank look. "Nightmare Moon? The seven Elements? The magic of friendship?"

"Are you making this up?" he asked bluntly.

"Ya really don't know 'bout the Elements-a Harmony?" asked Applejack disbelievingly.

"Not in the slightest. Nightmare Moon does ring a bell, sort of, but the rest of it? I got nothin'," he shrugged.

"It is not important right now," cut in Luna. "Let us just say for now that they are objects of intense magical power and leave it at that."

"Intense power?" He seemed to perk up at that. "Well, that's great! We could beat Doom with those, provided that you're not all messing with me."

"We're not and no, we can't use them," Rainbow said. "All seven of us need to be here and, in case you hadn't noticed, we're missing somepony."

"Well then, like you said, let's go and rescue him!" he suggested. "We'd just need to get him back and use these element thingies on Doom, no problem."

"Yeah, like I said," she nodded, slamming one hoof into the other. "I never got to have a go at that jerk the first time around. Now, I can make up for lost time."

"I am afraid that will also not be possible, considering Dusk's current… state." They all heard the tone of regret in Luna's voice.

"Um… princess?" Fluttershy was the one who spoke up. "Do you… know what's happened to Dusk? Is it… bad?"

Luna was silent for a bit before answering. "Most regrettably, yes, it is. But you should all know… you already saw what happened."

"Why? Is he one of those zombie things?" Ray asked. "I didn't see him in the crowd."

She spoke the next words with much deliberation and weight. "No… but he is the one who's leading them."

Rainbow blinked and shook her head, sure that she had misheard her, because she could only mean one thing by that…

"What do you mean by…?" Rarity's eyes widened in realisation. "Are you telling us, princess, that Blackhole Doom is… is…"

"Yes, Rarity. Blackhole Doom and Dusk Noir are one and the same."

The silence was so evident in the wake of this statement, you could hear a pin drop. It was horrible. Nopony moved, nopony spoke, but it was clear what they were all thinking. All of them were shocked at this news, but clearly unsure or even unwilling to voice their thoughts, from the sheer power of this revelation.

Rainbow was no different, already feeling a mix of feelings rise up like bile in her throat. Shock at first, then disbelief, followed most prominently by anger, bubbling inside her like boiling lava. She didn't even really know why she was angry, all she got was the strong urge to punch something, or somepony, very hard, which she had a monumental struggle to keep under control.

Again, Ray was the one who broke the silence. "What? Dusk… and Doom? How is that even possible? What the heck did he do to bring that about?"

Apparently thankful to answer this question, Luna took it. "Do you recall a series of strange events that happened some months ago?"

"Yeah, things were going a little crazy where I was at," he nodded. "Candy clouds, chocolate rain… it wasn't so bad, but I heard some places had it worse."

Luna confirmed this, explaining to him what had happened when Discord had returned, Ponyville being the most affected area by the spirit's chaos. When she moved on to the part about the girls all being corrupted by Discord's power, she elaborated further that Discord had taken Dusk's fear of having a possible dark side and made it reality, transforming him into the monster that was now attacking their home.

It made a little more sense for Rainbow picturing that, for they'd all acted a little nuts when Discord had used his power on them, but becoming a whole other pony, turning on his friends and hurting them, like they'd told her about… Rainbow still felt very angry, but mostly confused as to why… and a little bit of betrayal.

It was probably because of this that Luna left to give them some time to acclimatise to this news, leaving the five of them alone in the throne room. The echo of the door closing seemed even louder in the wake of the silence.

This time, somepony other than Ray broke the silence. "So… Dusk is Doom. That would explain why he was at his home."

This, and the fact the princess was no longer present, pushed Rainbow to scream in rage and slam a hoof into the ground.

"Rainbow, I think it would be best if we all remain-"

"How could he do this to us?!" she screamed. "All the things we shared with him, did with him and he never told us, not even once, about any of THIS?!"

"Ah gotta be honest here, ah can see where she's comin' from," put in Applejack, a serious look on her face. "Ah know all about tryin' ta keep somethin' big from yer friends an' ah know that it don't exactly turn out well."

"Now, now, girls," Rarity said, "I'm sure he had his reasons…"

"Yeah, well he never told them to us!" snapped Rainbow. "We could have helped him in some way or prepared if it looked like he was gonna come back!"

"Again, she kinda has a point," agreed Applejack. "We weren't in the know 'bout this when we shoulda been. Heck, we coulda even stopped it while we had the chance."

"But we didn't and now Doom is wrecking up out town, turning our friends against us and it's all Dusk's fault," growled Rainbow.

"I can't believe what I'm hearing!" gasped Rarity. "Honestly, how could he even have begun to have told us about something like this?"

"Oh come on, I would have!"

"Oh really, Rainbow?" Rarity stepped forward in challenge. "If you had a darker side, one that was perfectly willing to hurt your friends and has done, while you had to live with what they have done, knowing you had absolutely no control, no way of stopping them… would you be so eager as to tell us?"

"No! I mean, yes, I mean… whatever!" Rainbow hated losing, even in arguments, made only worse because of her mixed up feelings.

"That kind of thing wouldn't exactly be easy to tell, even if it was to your friends," Ray agreed, standing next to Rarity.

Rainbow stared at him. "Come on, Ray! You can't seriously be on her side for this!"

"I'm just saying what I think and I understand why Dusk would have kept this secret from you all," he said in response.

"Applejack, back me up here!"

"Part-a fixin' a problem is tellin' yer friends about it an' lettin' them help ya out," the farm pony said factually. "Dusk coulda tried ta talk ta us about it an' we coulda helped him along with whatever he had goin' on in his head. This ain't the firs' time he's done somethin' like this neither."

"Exactly. He's tried to fix stuff on his own before or kept quiet about something 'cause he doesn't wanna bother us with it," added Rainbow. "Only this time, we're all paying for it."

"Fluttershy, you haven't said much on what you think of this," Rarity stated.

"Yeah, whose side are you on here, Fluttershy?" challenged Rainbow.

The timid Pegasus, who looked as if she'd been shivering silently in fear for a while, jumped at being addressed, hiding behind the locks of her mane.

"I um… I… really don't want to upset anypony…" she stammered.

"That ain't what this about, sugarcube," reminded Applejack. "We wanna know about what ya think about Dusk keepin' this whole thing under wraps fer so long."

"Well… I… I think… I…"

"You would surely see from his way, dear. He is like your brother, after all," noted Rarity.

"Yeah, a brother that would have told his new pets to tear her head off," retorted Rainbow.

"Rainbow, don't say things like that!" shot Ray.

"It's the truth, though," said Applejack. "He weren't exactly discriminatin' 'bout who he was goin' for an' it coulda easily been her, if ya hadn't been there ta protect her."

"But I was there, so what does it matter?"

"What matters is that she could have been killed!"

"That is hardly the point here!" shouted Rarity.

"I don't know!" Fluttershy was on the verge of tears now, a few already trickling down her cheeks. "I don't know what I think! I know I'm scared of… of him and maybe… Dusk should have told us, but he didn't. I just… I want to know… I mean…"

"Know what?" Ray asked gently.

"Know… why we're all fighting about it." It was amazing how the quietest of them had silenced them so easily. "We're all just fighting and yelling and being mean to each other about this, but why aren't we doing something to help Dusk? We know now, so why don't we?"

After a lengthy period of no answer to this question, Applejack had one. "Ah… can see what yer sayin'. But that's what's got us worried. Dusk coulda told us and we coulda helped, but he didn't. None-a us knew."

"I did." They all whirled around at Pinkie's voice, quiet forgetting that she was here.

Shock hit Rainbow again from this news, as it did with all of them. "Pinkie… what… you…?"

"You gotta work on finishing your sentences, Dashie," she said brightly. "The babies are sleeping like… well, babies now. That Princess Cadence was really good with them, told me she would keep an eye on them, but I suggested both since there are two of them and I was coming back to see what was happening. Did I miss much?"

"Pinkie, darling, correct me if I'm wrong but… did you just say that you knew about Dusk and Doom?" enquired Rarity.

"Nope, you're not wrong. That's what I said." Though she kept her smile, there was a more serious tone in her voice now.

"But… how? When?" asked Applejack.

"After he and Twilight saved me from being one of Discord's baddies," she replied. "I took a little peek inside his head too and saw him, stewing away in there like mouldy porridge without any sugar. Like, at all. Bleh!"

"Then why the hay didn't you tell us?!" demanded Rainbow.

"Duh, I Pinkie promised."

"Why would you promise to do something like that?!"

"Because this is why." She even lost her smile now. "All of you are here, fighting and snapping away like Gummy and Angel over the last cupcake in the bowl and this is what he was scared of happening, that you would all start being scared of him. You were all scared around Luna when she wasn't Nightmare Moon anymore, even I was. He was scared that if he told you… he was gonna lose you all."

"We wouldn't have left him," Rarity replied immediately. "Why would he even think that?"

"The only other pony in the world who understood is Luna and she didn't have friends for a really, really, really, really, really, really, really, really long time after being Nightmare Moon. Add to that mix a little pony who would do anything to not be lonely again after discovering friendship and… well, do I need to draw it out?" Nopony responded to this. "Trick question, I wouldn't need to because this is all that would be left in his eyes."

She held up a piece of paper. It was blank. She let it hang there for a bit, before making it into a paper aeroplane and throwing it away, nodding and sitting firmly, having made her point.

There was still anger, simmering away, but was depleting now that Rainbow understood things better. She remembered how Dusk had been before, how happy he had been when he finally had friends. Knowing him… yeah, of course he'd be frightened that if he told them this secret, they would leave him.

She was still ticked about what he'd done… but she could now understand why. Like she said, it wasn't the first time.

"Ah guess yer right, Pinkie." Applejack looked round at them. "Some ponies tell ya when they spilled all the cider, others'll try an' hide it, hopin' ya never find out."

"Indeed, but still… having to cope with those memories, all this time, without ever telling a soul for fear and shame…" Rarity didn't need to finish that.

"Yeah, I guess…" Rainbow rubbed the back of her head, a thought occurring. "Did anypony else know?"

"I saw something on his face at times and I addressed it once, but I didn't ask further. A lady doesn't pry into a gentlecolt's affairs," Rarity said simply.

"I suspected as much too," said Ray calmly. "But I'll be honest, I didn't know it was anything as bad as this."

"Ya seem ta have a knack fer that," noted Applejack.

"Yeah, it's all in the way he acts. When he thinks none of you are looking, there are times when he looks like he's trying to cope with something bad, he grimaces and screws up his eyes, you can see it there too, grits his teeth like he's trying to block something out. It's also when he loses his temper. For a guy who's usually so docile and calm, it's a pretty drastic change that happens."

Rainbow whistled in admirably. "You can tell all that, just from looking at him?"

"Pretty much and I could tell something else too." His eyes drifted to the party pony. "When he looks at Pinkie, he doesn't seem as worried or scared about whatever's going on as opposed to when he looks at the rest of you, which is a sort of subtle guilt and fear. That suggests Pinkie knew about whatever it was and he could take some solace from that knowledge, probably enough to keep him going."

Pinkie blinked and smiled again. "Looks like Dusk might not be the only psychic pony among us."

"Wow… that's amazing," awed Fluttershy.

"It's a gift," he shrugged, though with a slight blush from her comment. "I'll tell you this too. I'm not sure about how the rest of you feel, but I'm gonna help Dusk overcome his darkness. I may not be an Element thing like you all are, still not really solved on that, by the way, but I wanna do everything in my power to help my… my best friend."

He said these words, particularly the last three, with such a weight and determination, that neither Rainbow, nor anypony else, was inclined to argue otherwise. In fact, hearing those words stirred something inside her. It drew up her anger again, though more at herself now for failing to act before. What Ray said there it…

It was exactly how Dusk was like, if a little more brave than him. They'd all been standing around here, arguing about this and wasting time while their friend was in trouble. She felt the urge now to do something, anything to help, not really caring about which way she did it. They would all be too slow for her, but she could put an end to this.

"Where are you going?" Rarity asked when she started to fly away.

"For some air." She kept steady pace until she was out the door. She then picked up speed, bolted out and soared back towards Ponyville.

Time to make up for lost time.

* * *

One teleport hadn't been enough to get her there. She had to keep it up from the castle to the school, appearing only briefly before vanishing again at any point, just to make sure none of the others had followed her. She thought she'd heard Spike, but she didn't really care. She didn't want to talk to him or them or to anypony. She just wanted to be alone somewhere and she knew just the place.

She'd stopped when she'd reached her destination. Her old private quarters at the school. It was the way she'd left it. The rows and rows of books, all placed in alphabetical order, the warm sun above streaming down from the balcony and the huge window, the comfy looking cushions in the lounge area and on her bed, even the hourglass in the corner on the second floor. It helped bring some comfort for a few moments…

Until she remembered Dusk had stayed here, not too long ago. The tears that had already been falling came afresh and new and Twilight Sparkle ran into the corner, collapsed into the one of cushions, burying her face and sobbing. She even began to hate the sun, feeling like it was mocking her sadness from how warm it was. One thought kept repeating in her head, over and over again, only made worse now she was here.

It was all her fault. All of this, everything… it was all her fault.

How could it not be? The words they'd shot each other from last night's argument still rang clearly in her head like gongs. The last time she'd ever seen him and she'd told him that she never wanted to see him again, that she didn't feel for him the way he did for her. That had been what had done it and she had been so stupid not to see that, blinded by her selfish thoughts.

Even if that hadn't been the cause of it, she'd known the truth about it, all this time. One of the few who had. She had any number of times to talk to him about it, to ask if there was any way at all she could help. She had all her magic and knowledge, she could have found away. But she hadn't. She'd been too scared to. Now, it looked like she may never get the chance.

The worst part of it all was that if she was asked now, she still wouldn't be able to say how she felt about Dusk. She'd needed some time to get used to new thoughts and ideas before, like having her mind wander to him so constantly, the fluttering feeling she had in her chest when he held her, how it became like she was soaring in the sky when he kissed her, even things like wandering if he thought she would look good in something or asking what he thought about her mane.

When he'd told her that he loved her… she didn't know how to respond. She didn't even know if she did love him. Some of her books had mentioned cases when pony's love for each other had only lasted a certain amount of time, then it faded, usually as part of something else. She didn't want that to happen, to experience the dreaded heartbreak, for her and for Dusk.

But it looked like she was experiencing it right now anyway. Never before had she hurt so much, had her heart ached like this…

She raised her ears when the sound of the door being opened reached them. Only one pony could have known she had come here and was in no mood to see even here, not even caring about showing the proper respect.

"Go away, Celestia! Just… leave me alone!" she cried, not even looking towards the door.

"Close, but you've got the wrong princess."

"Cadence…?" She turned to see that it was indeed her old foalsitter who had joined her. "What… what are you doing here?"

"I thought I might join you," she said in a conversational tone. "Auntie Celestia, princess to you, came by and thought you might need somepony to talk to."

"Oh…" Twilight wasn't sure how to respond to that. "Weren't you… looking after the foals?"

"They're sound asleep, they'll be fine." She sighed happily. "They're so adorable though, don't you think? I was almost tempted to say no, but you're more important right now, I think."

Twilight's response was to retreat into silence again. On the one hoof, she wanted to stand by the reason she came here, to be alone. But on the other, Cadence had been among one of the first true friends she'd had before she considered it a waste of time. She felt she had a sort of deeper connection because of that.

That and her special talent gave her a little bit of hope. Not much, but some.

Cadence had taken a few steps closer. "I remember what I used to do when you were little and you got upset? I used to sing you that song and it always helped to make you feel better."

"Yeah…" Twilight sniffed and looked away. "I don't think it'll be much help now though…"

"You never know. Do you remember how it went?" she asked, a slight glimmer in her eye.

"Cadence…"

"Just try, Twilight. Come on."

She appreciated what she was trying to do in making her feel better and Twilight decided she might as well try, even if she didn't think it would work. How could anything work to heal this pain? This wasn't some grazed knee or bruised leg.

_Still, she found herself recalling the lyrics and singing softly,_

_Hush now, my dear, don't cry_

_Don't sniff or sob or sigh_

_Just tell me how or why_

_Hug and kiss your tears goodbye_

_Stop the sobs and wipe them dry_

_Tell me and by and by_

_Make it feel like you'll fly_

_High up in the sky._

"Feel any better?" Cadence was right above her now, smiling down upon her.

Twilight wiped away some of her tears and answered, "A little…"

"A little is better than not at all." She sank down on the cushions next to her, draping a wing over her comfortingly. "Now, how about telling me the how or why."

"I… well…" She wanted to tell her, but no idea where to start. Just the thought made her despair all the more.

"I heard, about what happened to Dusk," she said soothingly. "I can't begin to tell you how sorry I am for you. He doesn't deserve that, neither of you do."

"Oh, Cadence…" She couldn't help herself. She threw her hooves around her. "It's all my fault!"

The princess just returned it, with no awkwardness or hesitation. "Twilight, what makes you say that? Why would you blame yourself for what happened?"

"Because… it's true," she sobbed. "All that's happening, Doom… returning, it's because of me!"

"Why?"

"He… he told me that… that he loved me… and I said I didn't know if… if I…"

"If you loved him back?"

"Yes…" she whispered. "We got into a fight. I told him… told him I never wanted to see him again… that's what did it, I know it was! I've lost him now and it's all my fault!"

The next question was one that Twilight certainly didn't expect. "And what about now?"

"W-what?" She looked up to see she was still smiling.

"You said to him then that you didn't know if you loved him or not. What about now though?" she repeated patiently.

"Why… what does that matter?" she asked, confusion leaking through her sadness.

"Well, the way you're acting now doesn't really look like a mare who's uncertain about her feelings to me," she said simply. "I'd say that it's rather self-evident."

"No, it isn't!" she insisted loudly. She was getting a little annoyed at Cadence's attitude now.. "I still don't know if I… if I feel like that, I just don't."

"And what makes you so sure of that?"

"All the books that I've read, I would have thought they'd tell me…" She stopped from Cadence's giggling. "It's not funny!"

"I know, I know, it's just… ever since you picked up your first one, you started to think that ever solution to any problem could be found in a book," she recalled, still giggling a little. "No matter what it was, you would try your best to find it."

"I did and I have with this one," she said confidently, even if a small part of her didn't want her to. "They clearly stated that, statistically, most couples don't even…"

"I'm sorry to say this, Twilight, but this isn't something that can be learned about in a book," she said gently, but with wisdom and experience too. "Love isn't something that can be organized into statistics or paragraphs or numbers. It can only be learned about by experiencing it, by sharing in it with the one who means the most to you, because they're the only ones who can teach you."

"But… how… how do I know if I…?"

"You just do. It doesn't come from what you think in here," she said, pointing to her head, "but what you feel in here." She placed a hoof on her heart and smiled sheepishly. "I know it sounds corny, but I'm a sort of self-taught expert on this kind of thing."

Her words had more of an impact that she anticipated. She had experienced this before, when she'd desperately searched through all of those books, before she and Dusk became a couple and not one of them had provided an answer to her problem, no matter how much she'd looked. She'd pretty much had to dive into the deep end, go with her gut, in a way. Or rather… her heart.

And she had never regretted. The time she had spent with Dusk had been some of the most memorable and wonderful moments of her life. Dancing together at the Gala, sharing their first kiss under the stars, curled up on the couch in each other's arms, listening to the steady beat of his heart. It had beaten perfectly in time with hers and she'd never noticed it before. She wouldn't give up those memories, those feelings anything in the world…

Those feelings gave her hope, gave her a strength the likes of which she'd never felt before. It brought out of her despair and rekindled something inside her, that made her push past the self-loathing and pity and let her mind go to work again. All thanks to Cadence and her experience in something Twilight had never even considered dabbling in.

One question remained though. "How do I know if I… if I love him? Really?"

"That's not for me to say, but for you to find out for yourself, with him," she answered.

"If we could even go back to that," she sighed hopelessly.

Cadence placed a hoof on her shoulder. "You'll work it out. Something tells me you already have before."

"But there's still Doom," she protested. "He's taken him over and he's got an army on his side! I don't know how we could stop him now, not without the use of the Elements, which we can't use because he's not with us.

"That doesn't sound like the filly who stayed up reading five hours after her bedtime to me, even after her parents told her that she had to get her rest, she kept at it. You've never let something you strive for get out of your grasp that easily, Twilight and I doubt you'd start now."

"That's hardly the same… wait… reading… that's it!" She sprang up and hurried to the nearest shelf. "Most of these are Canterlot exclusive editions for volumes of magic, the kind that Celestia got specifically for my studies. There might be something in these, something that might help me find a way to beat Doom, to save Dusk!"

"Still thinking the solution can be found in a book then?" Cadence joked.

"Yes, I do, except now I know I can find it!" she said with determination and assurance. "Just you wait, Cadence, I can do this!"

"There's the Twilight Sparkle I know. Welcome back." She stood up to go.

"Cadence, wait…" She looked back. "Thank you, I needed that."

"It's what I'm here for," she said happily. "Good luck."

"Oh don't worry, I know I can find some kind of spell in here to help Dusk," she replied.

"I wasn't talking about finding a spell." With one last knowing smile, the Princess of Love left her quarters.

Twilight didn't really know what she meant by that, nor did she have the time to think about it. Ponyville was in danger and her coltfriend needed her help.

"Twilight?" She turned to see her dragon assistant standing in the door, fiddling with his claws nervously. "Need some help?"

She felt some surprise at seeing him. "Spike? How long have you been there?"

"Since Cadence came in here. She told me to wait outside until she was done, sort of explained the whole thing to me too." He rocked back and forth on his feet. "So… crazy stuff, huh?"

"You know then? About Dusk?" He nodded. "And… how do you feel about that?"

Spike was silent for a bit. "Well… it is pretty screwed-up, I'll say that much. But hey, I know all about having a monster side of me to deal with, something which I remember him trying to help me with. He didn't give up on me and neither will I, even if he is an evil lord of doom now."

Twilight couldn't help but smile a little. "I'm glad to hear you say that, Spike."

"Hey, he's my bro, what do you expect? He's always been there for me when I needed him. If there's a way to help him, I'll do it. That and…" He hesitated before adding, "even if it is completely gross when you two go all ga-ga over each other, I know he means a lot to you. For him and you, I'll help anyway I can. Even if I might end up paying for it in the long run."

Even if he could be cheeky, insensitive and a little ego-centric, the loyalty and devotion that Spike could show at the most unexpected of times reminded Twilight of why she kept him around, why she thought of him as her little brother as much as her assistant and friend.

"Good to know." She levitated a few volumes over to him. "Come on, we've got a lot of these to get through, number one dragon assistant."

"Yes sir! I mean, ma'am, I mean… let's get to it!" he said, burying his head in one of the books she'd given him.

This boosted Twilight's spirits again. With the two of them working to find something, they had an extra chance of saving her coltfriend.

Her coltfriend… before, she'd always felt a tingle through her whole body when she thought of him like that. Now though, it felt more like a fire, burning in her very essence, in her soul, giving her that extra drive for what she needed. She didn't know why, but she wouldn't question it. No longer did she feel hopelessness from it, but a new determination to achieve her new goal, to save Dusk Noir from his darker side.

Like Cadence had said, she wasn't going to let this stop her that easily.

* * *

Ponyville wasn't exactly the friendliest of places in the world anymore. Broken walls, shattered windows, smoke rising from small fires that burned in its streets and buildings held precedence in it now. The citizens shuffled mindlessly down the roads, lay at the sides or even fought each other, savagely beating them down, but never killing them. That was something their master wouldn't allow.

Not yet, anyway.

Power. Control. Dominance. These were ideals that Blackhole Doom strove to achieve. Only through the drive, the burn that only anger and rage provided could he fulfil these ideals, to show all others just how truly pathetic and worthless they were compared to his might. His master had understood that, that was why he had given him life.

Yet now, his master was frozen in stone and he was still free. If that didn't prove which of them was superior, the plans he had soon would. It was a shame, of course, that without his master's influence, he didn't have access to the powers he had before. But thanks to Luna, he unlocked more magic Dusk could only dream of wielding. His full potential unlocked in him, control of minds, control of shadows and so much more he longed to unleash.

Right now, he sat in town hall, thinking about how to go about it. He didn't have a throne built or anything like that. He didn't need trappings or wealth to show his power. His mere presence was enough for that, as would his deeds, which all of Equestria would soon know. He'd already taken Ponyville, but what about when he took Cloudsdale, Canterlot and all other lands and cities beyond it? The anarchy, the glory he would rein over them all!

Dusk was being kept suppressed away inside his head, just as he had once tried to do. But he'd felt the new strength seep through him, enough for him to break his counterpart's pathetic bonds and be free once more. Even Luna's power hadn't been enough to keep him at bay, he'd just needed to bide time and gather strength. His freedom had always been assured, as had been proven.

This time, her magic wouldn't work on him. And if Luna or Celestia did try anything like that again, he knew just what to do to keep them at bay.

He was disappointed, even angry, that the Elements and their friends had managed to escape. He had hoped to convert them to be part of his army or else crush them if he couldn't. But it was another opportunity, one to spread the fear of what he had done here to Canterlot, to give a foretaste to the princesses of what would be coming for them soon. He would make them watch as their city burned, their subjects turned on each other.

Still, if he'd managed to get Spike and feed his greed, then the dragon would be a great aid in his bid for destruction, allowing him to crush their homes and his enemies underfoot. Seeing Twilight Sparkle too, the horror of her former lover and her former friend joining together in destruction and chaos. The pain she would feel inside, it would be even more satisfying than just causing her normal pain.

He growled a little in annoyance. Whereas he would normally be experiencing some form of pleasure from the idea of that, instead a more unpleasant feeling rose in his chest. One that caused him even more anger when he identified what it was. Guilt. Why should he feel guilt about something like that? That was for his weaker side, not for him now that he had taken over once more. Perhaps there were still some remnants of it that he would need to purge.

He knew how to do that. He envisaged even more of what he would do to Twilight Sparkle and her friends. He had already taken over her home and stamped out any trace of the colt that she had… loved. A pitiful concept, one that in the end had just caused her more pain and suffering when she'd lost her precious Dusk, something that made him laugh even more… and the guilt grow even further. No, no, that wasn't supposed to happen.

He had memories of her parents, of her brother, her family. Once he marched on Canterlot, he would overthrow both princesses. Then, he would find her family, make them suffer and cry out in agony, make her watch and listen to it as well. He would show her the folly of friendship, of love, that it would only cause her pain, an ideal he fully embraced and used against those who stood against them, to show them!

But no matter what he envisaged or imagined, the idea of causing Sparkle more pain just made that guilt rise even more, no matter how much he tried to squash it out or purge it. His anger rose too, because he didn't like this feeling and others that spawned from it. It just wouldn't go away, but why? Why couldn't he stop it?

"You did something, didn't you?" he snarled, addressing Dusk. "You had her cast some sort of spell or perhaps you did, to try and weaken me. It won't work, your efforts are wasted, I've already won! Do you hear me?!"

There was no answer. He didn't think there would be, but it didn't serve to stem his anger. He slammed his hoof into a wooden beam to relieve some of it, sending cracks through the wood. Not that he cared, the more destruction, the better. But he was fully worked up and angry now, the kind of rage punching a piece of wood wouldn't vent. He needed something else to exact his anger on, a different target.

Fortunately, for him, that target came.

"Hey, Doom! I'm calling you out!" The voice echoed from outside, from above the town. He commanded his horde to stay back their attack and stepped out to investigate.

He felt a smile grow at what he saw. Hovering above the entrance to town hall, a pathetic attempt at bravado and courage on her face, was Rainbow Dash. She looked like she was ready for a fight. How lucky for him.

"A fresh one," he growled. "I don't believe we had the pleasure the last time around."

"Yeah, sorry, I had other things to do than waste my time socking to some jerk without barely breaking a sweat," she said cockily. "This time, I managed to free up a little time to make up for that."

"None of your friends to help you?"

"I'm making this personal, just so they don't have to go to the trouble of helping me kick your sorry flank," she retorted.

"So smug, but for how long, I wonder?" he hissed, cackling a little.

"Only for as long as it takes to beat you into the ground in ten seconds flat. Or none at all, if you're willing to give up," she said casually.

Blackhole laughed fully now. "And how would you make me do that?"

"'Cause honestly, I'd rather not hurt you, because of who else I'd be hurting as well." She let a threatening tone creep into her voice. "Let Dusk go and this doesn't have to end badly for you. Otherwise, I'm gonna have to beat him outta you."

Doom laughed again at this delusion she presented. "Did you honestly think you could threaten me? When I could order my slaves to tear you apart with a flick of my hoof?"

"Had to try," she shrugged, flexing her legs. "More fun for me, I guess."

"How fitting, I was thinking the exact same thing." Doom smiled one last time, before roaring his challenge and bounding up to meet her when she charged.

Another chance to cause Twilight Sparkle some pain, once he was through with her.

* * *

Rainbow smacked into Doom with the force of a ball being shot out of a cannon. She beat him to the punch, crashed her hoof across his face and sent him hurtling back to earth. She pulled up out of the dive and swooped around, intending to gloat over her him, show him she meant business.

Admittedly, she did hold some reservations about this fight. That was Dusk's body he was using after all and she was concerned about the possibility of hurting her friend. But, as they say, no pain, no gain and she was sure that, although he hated fighting, Dusk would want her to tear this guy a new one if it meant getting rid of him for good.

That was what she intended to do. Beat him senseless and force him out of his head. Everypony had their limit, all she had to do was find his.

Doom was already picking himself up from the crater he'd left when he'd hit the earth. Far from being disheartened, he looked enraged with her. She could feel his gaze even from up here, boring into her with the intensity of a laser beam.

"Ready to give up yet?" she taunted, flashing her cocky smile.

"I'm just getting started!" he roared and his magical horn flashed.

The Pegasus saw something black rise from the earth and dived aside as a black tentacle rose to swipe her down. It missed and she punched it back, sending it reeling off. No time to celebrate, because three more came at her. Now this was gonna be a true test of her flying skills and boy, was she gonna ace it.

She sped off, her wings flapping and guiding her through the skies. She nipped, ducked, soared and dived around attacking tentacles, not one of them even getting close to her. She could hear Doom below, roaring with frustration and rage while she did her little dance for him. It was like when Dusk had used his magic to do an obstacle course for her in the sky, only this was a lot more dangerous.

Not that she cared. She always loved a bit of danger.

Getting an idea for how to really rub this in his face, she kept up her dodging show, only this time with a purpose in mind. She circled around a point that she established in the sky, making sure that the tentacles followed her back and forth between this point. They were falling up shorter each time they tried to grab her, which meant her idea was working.

A loud roar from Doom told her she had succeeded. She looked back and laughed when she confirmed it. The routes the tentacles had taken after her had left them tied up in a knot in the sky. Like a giant shoelace. Or a bow on a present. Speaking of presents…

Barely leaving time to examine her handiwork, she looped around again and dived towards the ground. She levelled on it on her approach, performing her signature Super Speed Strut in Doom's direction. He'd be so tied up with undoing his mistake, he wouldn't even have time to see her coming until she smacked him across the face.

But he did see her coming. She tried too late to stop herself, his hoof raised-

CRASH!

Hitting that fist was like a crash after a failed sonic rainboom. The throbbing in her face was only made worse when her momentum carried her across the ground, skidding and smacking on it before finally hitting a wall and collapsing in a heap. Though she felt dazed and her vision was blurred, she could still hear Doom thundering towards her. She shook her head and hopped straight to her hooves, ready to meet him.

She ducked under the blow he sent to her head, sending two jabs into his side from a counter. Another duck, another dodge, blocked it, punch him twice in the face, flip backwards and smack him with her rear hooves. He staggered back, snarled at her and resumed his attack, more ferocious than ever.

They continued this deadly dance, Rainbow's black belt karate skills coming to the forefront here. She kept up a series of dodges, counters, blocks, kicks and punches, striking him in areas where they would do the most damage. He hurt her too, mainly from the force his hooves hit hers, enough to make her wince, but not enough to stop her attack. She had him on the ropes.

Her wings also were of great aid to her. A move she was proud of was jumping into the sky, hovering before him and delivering a quick series of kicks with her rear hooves at his face. He blocked most of them with his, but she managed to land a few, including one big one which got him across the eye. She laughed once and landed back on the ground, brimming with confidence that she could beat him.

Until he started to cheat. He dodged under a punch she sent to his head, literally sinking into the ground in a patch of shadow. He went down under her before she knew it and shot up, punching her right in the chest, taking her off her hooves. Winded, she didn't have time to counter and felt the sharp, powerful punches he sent to her face, keeping her in the air.

SMACK!

A big final one he delivered sent her careering to the ground, landing hard and painfully. She staggered back onto her feet, now listening to his mocking laugher grating in her ears. She turned her gaze toward him, feeling her own anger mount.

"Not bad… Doom," she gasped, keeping her confident tone. "You're good, I'll give you that… but I'm better!"

Ignoring the pain as best she could, she spread her wings and took the sky again. She knew her advantages and those punches had really smarted. She couldn't afford to fight him on the ground, it was best to keep to the skies. Time to show him what she could really do.

Gathering up speed, she flew back towards him and started to fly around him in circles. Soon enough, the wind travelled with her, transforming the area around him into a tornado. Her rainblow dry. See him stand against the power of a tornado in action, tossing and turning helplessly in the vortex she'd created.

But when she heard him laughing, she could see him standing perfectly still at the centre, magic from his horn glowing around his hooves. He was doing something to keep him in place. A bolt of magic struck her, knocking her out of the vortex and sending her to the ground. Feeling the sting in her side, she looked up to see that the tornado hadn't gone and it had become darker.

She felt a strong pull as it turned towards her, the top of it bending over to suck her up like the mouth of some huge monster. She tried to grip a hold, but it was too strong and she was sucked into it. Helpless, her wings useless, she could only scream while she was spun around at high speed, made only worse by Doom laughing at its centre.

Suddenly, she was spat out of it, the world still spinning and making her feel sick. She hit something hard, a wall probably and fell to the ground again. She swallowed the bile that had risen in her throat and tried to recover from the dizziness… and the aching of her limbs.

"Remind me again, which of us is better?" That was right next to her.

She couldn't see as he picked her up, punched her again, grabbed her shoulders, swung her around and flung her down the street, her head hitting off the stone fountain. She could feel the pain like fire in her skull and tried to shake off her discomfort.

Okay… this guy really wasn't messing around. Time to step up her game. She spread her wings and took to the sky again, trying to think of a plan.

Spotting a lonely storm cloud not too far away, she grabbed it and pushed it towards him. She kicked him back under it when he tried to attack and did the same to the cloud, making it rain on him. Just before he could get back up, she kicked it one more time to zap him with a bolt of lightning. His roar of pain and anger sounded clearly below.

Now he was stunned, she soared down under, grabbed him, hefting him up as best she could and took him skyward, building up power to hit him with the Buccaneer Blaze. She threw him upwards and picked up speed to pull off the move, already picturing the look on his face when that explosion of awesome energy hit him.

She felt the energy build to the right point and swerved to let it all out. Rainbow heard the satisfying boom behind her and turned, intending to see the state of him once it had passed. But there was something wrong. The Blaze had frozen, it looked like and it seemed to be getting smaller. Doom stood there in the centre of it, floating on a cloud of shadow, the explosion actually being absorbed into his horn.

He looked up at her, leered horribly and she realised what he was going to do. She swerved to dodge it, saw his horn glow brighter again-

BOOM!

Rainbow lost control, knocked off course by the force of the explosion. She screamed from the burning sensation that hit her, but more so from the outrage of it all. He'd hit her with her Buccaneer Blaze. Her own Buccaneer Blaze! The tornado was one thing, she could live with that, but this just tore it!

Deciding now she would stop playing around and finish this before he did some real damage, she sped off to the sky again before he could catch her. She kept flying, until she was as high as she could possibly climb, turned around and collected herself for her biggest, her best move. One that would give her the added speed and strength to do some dish out some pain.

The sonic rainboom.

With one last intake of breath, to recover a little, she sped back towards the ground. The wind whipped through her mane while she gathered speed, the shape of Ponyville becoming all the more clear the closer she got. She looked around for a black speck of any sort, energy crackling around her body, getting closer to the climax. Preparing to pull out of the dive, take advantage of the speed it would give her, she knew she was close.

Come on, come on, she urged mentally, almost there… wait, what was that? A flash of black across her vision?

Then, she felt a sharp, powerful pain in her wings. Somehow, Doom had intercepted and attacked her on the way down. She cried out, felt her wings seize up. She tried to move them, but she could barely feel them. Whatever he had done, her wings were useless now. She wouldn't be able to stop herself.

CRACKABOOM!

She didn't. She smashed right into the ground. That numbness in her wings now passed through her whole body. She'd had bad crashes before, but that one had really done a number on her. Force and speed of sonic rainboom plus hard ground… not a winning combination.

She weakly opened her eyes. Through the smoke and the dust, she could make out the forms of his pony mind slaves, hissing and snarling as she lay helplessly on the ground. She tried to raise a hoof, but barely had the strength to keep her eyes open. They grabbed her legs, forced her to stand, propping her up to face their master.

He came through the smoke, triumph on his face, stepping over the ruined earth and cracks that ran through from her crash. He'd beaten her. Her, Rainbow Dash. The greatest flyer in all of Equestria. This guy who had once been her friend…

"You see now?" he growled. "You can't beat me, nopony can."

"Go on… then…" she gasped, every word painful to utter. "Finish… it…" She wasn't going to let him scare her.

"No, not yet." He stared off somewhere else in the distance. "I know just how I can use you for a better purpose, Rainbow. To show to your friends who is truly in charge here."

"Then…?"

"Then… I will break you."

She had been determined not to be scared by him. Needless to say those words, the guttural laughter he exerted in their wake, the look on his face… she failed that too.


	28. Love Conquers All

**Love Conquers All**

Luna had returned after she was sure that the group had adapted to the news she'd told them. Rainbow Dash apparently needed a little time to herself, as Twilight Sparkle did, but she was satisfied as long as the majority were still willing to fight and help Dusk in some way. She would let those two adapt in their own way. The Pegasus was self-dependant enough and her sister was handling Twilight, so they would be fine.

Of all of them, Luna had been most distressed by the turn of events. She had failed in her part to keep Doom at bay, but not out of any negligence of duty. Something had been preventing her accesses to Dusk's dreams on the night it had happened, blocking her out to stop her lending her power to him. Combined with all that happened to him the previous day, it had been enough for the darker part of him to break free.

She had her suspicions, for she had felt an influence like that before. She would be certain to find out more once the problem was dealt with, but right now she had to lend her student and her friend her aid. They had lingered in Canterlot's walls long enough, while Doom spread his corrupting influence among her subjects. Now was the time to act.

She had put this forward to them, but the exact nature of what they should do was now being debated.

"So, we can't use these Element things then?" asked Ray.

"No, we can't," Applejack sighed impatiently. "Unless we're all tagether, they won't work."

"Well, we have two of the most powerful beings in Equestria anyway!" he pointed out. "We'd just need to head back with them and our problems would be over!"

"You would suggest that my sister and I attack our own subjects?" demanded Luna incredulously.

"I'm sure he doesn't, princess," defended Rarity, "but couldn't you dispel the magic affecting them?"

"Not without knowing the exact nature of the magic at work. Besides, I fear that the presence of either of us would aggravate Doom into more violent actions, considering I was the one who helped his downfall last time," said Luna grimly.

"Um, excuse me, princess, but um… couldn't you do what you did last time to bring Dusk back?" asked Fluttershy timidly.

"There were many other factors at play when I managed that, dear Fluttershy, not the least of which were the fragments of Unity around his neck. My spell helped him harness that power in order to overcome his darker side," she explained. "Now that it is a fully realised Element, getting it around his neck would be next to impossible."

"Oh right… forget I said anything then…" she muttered.

"It was a good idea, Fluttershy." She smiled gratefully from Ray's encouragement. "What if we took some soldiers back?"

"Then we'd just be doing the princess plan, but more ponies would get hurt," pointed out Pinkie. "Plus, they'd just give Doomy some new friends if they don't beat him."

"Well, we gotta do something," Ray said, a little desperately. "Why don't we just go out there and get him?"

"We need to think carefully about how we must act," Rarity countered. "Any wrong move could be disastrous."

"But so far, we're making no moves at all!" he returned. "Doesn't anypony have any ideas we can't say are wrong?"

"I think I might," came the voice of Twilight. She stood in the door, Spike carrying a book beside her. Signs of crying were evident, from her red puffy eyes to her tear-stained cheeks.

"Twah'light! There ya are!" Applejack's face softened as the unicorn approached. "You doin' okay, sugarcube?"

"Much better now, AJ," she replied and there was no falseness in her voice. "I have been better, but I'm over it now and ready to help."

Rarity still looked concerned. "Twilight, we understand if you don't feel up to this. This has to be very hard for you."

"I appreciate your concern, Rarity, but you're forgetting who's involved here in all of this." There was only a slight break in her voice. "I've run from this long enough, now I'm going to stand my ground and do my part."

"Which is what?" Ray asked.

She nodded to Spike, who placed the book down at an open page. "This is a spell I found which would help Dusk out and stop Doom. It's a separation spell, a kind used as a sort of drastic measure for psychiatrists with treating multiple personality disorders in their patients. The magic used is to separate the other personality from the actual pony to cure them of it."

Luna examined it closely. Yes, she had seen this spell used a few times before. It had been conceived in the 7th century, when unicorns had something of a golden age, discovering all manner of spells for a multitude of problems. Some were more dangerous and more controversial than others and this spell wasn't without its side effects.

"Great! What's the catch?"

"The catch, Ray Strike, is what should happen if this spell is not properly executed by a unicorn who without the necessary skill." Luna fixed her gaze on Twilight. "In some extreme cases, the ponies being treated have had aspects of their whole personality ripped away with the others, sometimes leaving them more broken than before."

"That was more in the case of those with more than one personality," replied Twilight. "It was more effective on those with only one."

"Even so, there are still risks with using this magic," said Luna. "Are you sure that this is what you want to do?"

There was a moment of hesitation before she answered. "I am. I've looked through a number of books and this looks like the only way we'd be able to rescue Dusk from Doom, possibly get rid of him for good."

Even after this, Luna could sense a question hanging in the air from the group, one that they seemed to have guessed from her reaction before.

"Twilight… did you know?" Fluttershy asked.

Twilight seemed to consider for a moment. "Yes, I did. I was there at the door, when Pinkie was talking to Dusk, remember? I could have done something about this, helped him in some way, but I failed. I was too scared… but I'm going to make up for it now. I'm going to do what I have to do to save him. I'm the only one who can do this spell and I'll understand if you want to stay out of this."

What came next reminded Luna of how strong the resolve of their friendship was.

"Twah'light, this might be yer coltfriend in trouble, but it's our home that Doom is threatenin'." Applejack stepped forward. "You'd have ta hogtie me an' hang me upside down 'fore ya can get me not ta come along."

"While the rope would chafe me something dreadful, the same goes for me," put in Rarity. "Dusk has helped me more times than I'd care to mention. A lady always repays her debts."

"I wasn't scared of Nightmare Moon, I wasn't scared of Discord and his nasties and I'm not scared now," proclaimed Pinkie. "I'm gonna help too. Dusk has been bullied long enough by Doomy super meanie pants."

Fluttershy put herself tentatively forward. "I… I'm going to help too. I know you all think I'm… weak and… helpless but… he's still my big brother and… I want to help too."

"You all know you're not gonna leave me behind," Ray said bravely, standing almost protectively beside Fluttershy.

Even though she might have been expecting this, Twilight still smiled around at them all. "Thank you, all of you. Now, we just need to find Rainbow Dash and get started."

"Where is Dashie anyway?" Pinkie wondered. "She should have been back by now. She must really like her air."

"I think I might be able to help you there." Luna felt her own rage rise at the sound of their enemy's voice.

"Doom! You dare to come here and threaten us in our city?! Show thyself!" she demanded.

The only response was laughter, followed by what it originated from, cantering through the window. It wasn't Doom that came to meet them, but a colour puppet in his form, speaking with his words through its mouth.

Luna stepped forward to meet it. "What trickery is this?"

"If you are trying to respond to this, I expected nothing less, but I'll tell you that this is merely being used to convey a message to you. By now, you are no doubt wondering where your cyan friend has run off to. Well, quite simply, she is in my care, having already stopped by to see me. She is more foolish than even all of you are."

"What have you done to her?!" Ray shouted, forgetting it couldn't respond.

It ploughed on with its message. "She brought this on herself, as if she could have any chance against my power. If you want to see her again, you know where to find us. It's time for us to catch up, I think. Face me, if you still think you can. Oh and by the way, if I see any sign of either princess approaching, I will command my slaves to kill themselves in the most violent, painful ways possible. Message received and understood, Miss Sparkle?"

Even though it was just a recorded message, Luna could have sworn it turned its head towards her sister's protégée, malice laden in its voice before it vanished into nothingness.

"You know this is most likely a trap," Celestia said, having now re-joined them.

"I know, princess," replied Twilight. "But we don't have much choice now. Rainbow is in trouble and the longer we wait, the more chances there will be Doom will do something to her… if he hasn't already."

"Do we have a plan then?" asked Applejack.

"I'm the only one that can perform this spell. I'll need to go up against Doom and perform it on him to save Dusk," she explained.

"What about us?" asked Pinkie.

"I'll need personal, uninterrupted access to Doom while I perform it. You all need to hold off the converted ponies he has under his influence, in case he tries to call for help and stop me," she outlined.

"But… but those are our friends… I… I can't imagine h-h-having to hurt any of them…" stammered Fluttershy.

"Ah must confess, the idea don't exactly sit right with me neither," put in Applejack. "Ah mean, ma family might be in there…"

"I know, I don't much like it either," agreed Twilight. "But it has to be done. Just keep them back long enough for me to perform the spell. Once that's done, his influence will leave and they'll be returned to normal, most likely with no memory of what they've done."

The only affirmation they gave to this plan was silence, a slight nod of the head or the exchange of nervous glances. Luna could sympathize. She'd feel the same, if she were in their position and cursed Doom even more for barring them in such a way. She would have given anything to help them, but she couldn't if it meant risking the safety of their subjects.

She glanced at Celestia and knew her sister was in much the same mind from the expression she wore. Being helpless was even worse considering the kind of power they could wield.

"I sincerely hope that you're right about this, Twilight," Rarity said after a while.

The lavender unicorn only nodded. "You're not the only one."

"So, uncertain outcome, overwhelming odds, small chance of success?" Ray grinned broadly at them all. "What are we waiting for?"

Luna had to smile admirably at the stallion's bravery. However, she didn't miss her sister's lingering gaze on him, just for a moment, before the group ran off to the train station. She was probably just curious about him though, as Luna was and hoped to learn more about him if he came back.

That was a rather big if though…

* * *

They rode this train to Ponyville alone. The town had been sealed off from others coming and going by royal guards, the trains halted. They'd let them through when they saw who they were and were told they had to power the train themselves. As it turned out, Pinkie knew a little bit about driving the train and it was she who powered them on their way back home.

The journey was in relative silence. Nopony said a word, fear hanging over them like a storm cloud. Fear that Twilight Sparkle shared and harboured more than anypony. Even though she had a solution now, had found a way to rescue Dusk, the doubts as to whether or not she could actually do it were stronger than ever. For one thing, she actually needed to be in direct contact with Doom to use it, no easy task to be sure.

For another… she just wasn't sure if she could do it. Getting close to him, getting him in a position where she could use it would mean having to fight him. How could she be expected to fight him, to hurt him? Not Doom, but who he was underneath. She'd be hurting Dusk, something that her mind reviled against completely. Even if he was consumed by his darkness now and he would have no such reservations… she just couldn't imagine it.

Was this part of what Cadence had told her about? Even after that talk with her, she still didn't understand if she actually loved Dusk or not. She wanted him back, wanted him to be safe from Doom forever, but was that really love? How could she be sure of it? Every time she tried to figure it out, her mind just returned to what Cadence had said to her when she asked how would she know?

"_That's not for me to say, but for you to find out for yourself, with him."_

"But how do I find out?" she whispered. "How do I know?"

There was no answer. Only the steady rhythm of the train resounded in her ears.

That fear was set still when they arrived in Ponyville, coming to a halt at the station. Even from the train window, she could see the signs of wreck and ruin throughout the town. They exchanged looks with each other and, one by one, left the train to face their challenge.

The seven of them stayed close together while they walked through the streets, quite aware of how lifeless everything appeared. At first, there was complete silence, apart from the crackling of fires and the wind blowing. Then, out of the shadows, they came, crawling and creeping towards them. They didn't attack, but they kept their distance, snarling and hissing at them as they walked by.

Twilight looked over at their faces, mentally recalling individual faces. The Mayor, Big Mac, Granny Smith, Bon-Bon, Lyra, Derpy, Rose, Daisy, Junebug, everypony. Their neighbours, their friends… fighting Paraserpents and Discord was one thing, but this… it just made her hate that monster even more for what he had done.

They found him, standing atop a building in the centre of town, again almost guided there by his horde. The whole ground around it had been broken and cracked, all of it stemming from a point in the centre, like something large had crashed in there… or something fast. He wore a triumphant smile on his face, gazing down at them with complete assurance and superiority.

"Welcome home, ladies and gentlecolts. We missed you." He looked around and gestured with his hoof. "An improvement, don't you think?"

"Where's Rainbow Dash?" demanded Twilight, determined not to let him get the best of them.

"Such defiance, even now. Much like her…" A glow of his horn brought her forward, restrained by two of the townsfolk.

She raised her head weakly, her lip bloody, her eye black and her body covered with bruises and welts. "I'm sorry, guys…"

"You can thank her for this." He pointed to the crash centre. "It was thanks to her efforts this was possible."

The Pegasus coughed and managed a weak smile. "Guess… I still need… to work… on my landings…"

"Rainbow Crash indeed," he mocked. "Crashing and burning, along with your pathetic hopes and dreams."

"You guys… mind shutting him up…?" she asked weakly. "Listening to him… it's worse than… fighting him…"

"Just hold on there, you'll be alright. Let her go," commanded Rarity.

He growled at her. "You presume to order me?"

"Yes, we do." Ray stepped forward. "Let the mare go or you'll regret it."

"I will… once I am finished with her." He turned his back on them, walking towards her slowly. "I was trying to think of a way to make an example of her to you all, since she was so kind as to offer herself. Weren't you, Rainbow?"

She spat in his face. "Bite me, jerk."

"You see? Defiant, rebellious… righteous. We can't have that, can we?" He paced around her. "So, what would be the best way to tame a Pegasus, to bring her down from her cloud? I have been pondering this for a while now…"

"Leave her alone, you meanie!" shouted Pinkie.

"Then, I had an idea. What is that pegasi pride more than anything? Something that makes them truly unique in their own right?" Twilight knew the answer as he stroked her back. "Their wings…"

It happened before any of them could so much as cry out. He pushed away the two ponies, grabbed her, and hefted her into the sky, only giving her time to cry out as his magical aura appeared around the shapes of her wings.

_CRACK! CRACK!_

Rainbow Dash's scream could have rent the sky asunder. It was heart-wrenching, horrible to hear and mingled with their own shrieks of terror. She hovered there, screaming in agony, her wings hanging lifelessly until her head joined them. She'd passed out from the pain. Tossing her like a ragdoll, Doom flung her to the ground.

Twilight felt something move beside her, saw a green blur streak forward. It jumped up, caught her, glowed with a yellow aura and vanished. They had only just registered their shock when it returned again, though only one pony came back this time. His defiant grin contrasted with Doom's grimace of hatred.

"See, I was gonna let you off easier before, but now… you're gonna get it." Though he was smiling, Twilight could hear the threat in Ray's voice.

"You incompetent fool! What gave you the right to interfere?!" roared Doom.

Ray pressed a hoof to his chin. "Let's see… you attacked my new home, my friends, take over the body of my best friend and everypony here and you just broke my other best friend's wings like twigs. Where would you like me to start?"

Twilight asked what they were all thinking. "Ray… did you just… where's Rainbow?"

"Yes, I did and I took her somewhere safe, don't worry. Sorry I can't tell you where, there are unpleasant ears listening," he said pointedly.

"But… how did you-?"

"Not important," he cut off. "Right now, we gotta job to do. I know all of you aren't exactly one hundred percent behind this, but I wouldn't mind having a hoof here."

Some of her fear now gone, Twilight nodded along with the others, all of them preparing to fight. But Twilight's eyes were fixed on the snarling stallion. She didn't have any doubts about battling him anymore. Not after seeing that. If it meant saving her friends and Dusk, she'd do it.

"You would do this realising you would harm your friends?" taunted Doom. "You'd never have it in you!"

"Well then, it's good thing I still don't know who half the ponies in this town are!" countered Ray with a grin.

"KILL THEM! KILL THEM ALL!" he screeched. On his command, they charged at them, galloping full pelt.

They, however, stood their ground and fought. Twilight shot off spells that paralyzed and stunned attackers, Applejack kicked with her bucking hooves, Rarity used her hooves and magic to hold her own, Pinkie shot off with her party cannon and Fluttershy cowered behind the majority of them, protected by the other stallion in their group, which he was doing a good job.

Now that this new power had been revealed, Ray was easily the quickest fighter among them. It was remarkable, watching him teleport between opponents and delivering a flurry of kicks and punches before engaging another target in seconds. He would look a little breathless at times, but there seemed to be little to no effort for his teleporting, sometimes not even staying in a spot for a full second before moving again.

But Twilight tore her eyes from him, telling herself she could marvel at his abilities later. She had her own battle to fight and her opponent was marching through the horde, throwing or hitting ponies out of his way. As their eyes locked on each other, Twilight could tell that both of them had the same thought at the same time.

You're mine.

Whilst wondering only mildly why he wanted to fight just her, Twilight charged at him, already planning to pull him away from his minions and prevent more damage to the town. She put the energy into a teleport spell, focusing on their destination in a deserted meadow and performed it just as his hoof collided with her chest.

* * *

Rarity, along with some of the others, tried to call out to Twilight to stop her, but she knew long before that it was futile. She had seen the look on her face, what was driving her to confront Doom in such a way and knew that this was part of the plan. They had to let her face him alone, because she was the only one who could save him. Something she knew and wanted to do herself.

Meanwhile, they were being steadily surrounded by the sheer mass of ponies screeching for their blood. Though she could hold her own with her hooves and her magic was moderately helpful, there wasn't much for Rarity to work with here and there were far too many of them, coming from every direction. She would shriek when one grabbed her, rid herself of them only to have another latch on seconds later.

It was like fending off drunken stallions trying to take advantage of her, only rather less satisfying and with no end in sight. She glanced around, to see how her friends were coping and was shocked to see that some of the others had vanished. Had they been taken by the horde? Were they falling so soon to their immeasurable numbers and relentlessness?

Her question was answered when Ray appeared next to Applejack, grabbed her and teleported her away. Less than a second later, she received the same treatment, her head and stomach both suffering from the discomfort of the teleport.

For the second time today, she saw the others all getting to their hooves and shaking off the effects. Thankfully, he had taken them somewhere devoid of anypony, so they were uninterrupted.

"Okay, ah don't know how Twah'light or you can stand ta get around like that," groaned Applejack. "That's jus' nasty."

"You get used to it," she shrugged. "Everypony okay now? All body parts still present?"

"Yes, of co… wait, why would we be missing body parts?" asked Rarity.

He laughed awkwardly and rubbed the back of his head. "Just… uh, you know, sometimes that can happen with teleporting. You know, in rare cases…"

"How, exactly?"

"Um… if the unicorn in question hasn't got quite a good grip or… there isn't enough power in the spell. Stuff like that…"

"You mean you knew that and yet you still-"

"Okay then! Never mind that now, snob, we've got work to do," he cut off. Rarity tried again, but he spoke over her. "Right, we might be safe now, but they'll soon be after us again and we need to prepare."

She gave up and resigned herself to mild annoyance. Though they were friends now, the stallion knew how to push her buttons sometimes.

"That's a given," nodded Spike. "What do we do?"

"Well, first, Fluttershy…" He paused for a moment as the Pegasus set her eyes on him. "Don't take this the wrong way but… I don't think you're… much of a fighter."

"Oh don't worry, it's fine," she said quickly. "Like I said, I'm too weak and helpless to fight, so I understand if I'm getting in your way."

"Oh. Okay then…" He coughed, surprised by this statement, but continued. "But there is something else you can do that'll keep you away from the fighting, but still allow you to help."

"What can I do?" she asked dutifully.

"I want you to go to my room at the inn, number four and look after Rainbow Dash, that's where I took her. I assume you've looked after animals with broken wings in the past?"

"Oh yes, plenty of times."

"Good, this shouldn't be much different then," he said brightly. "Go there, barricade yourself in and look after her. The Doomites shouldn't bother you because they'll be more focused on us, so you should be safe. Can you do that?"

She looked a little nervous, but kept a brave face. "If you need me to, I'll do it. But… are you sure you don't need me here?"

"Don't worry, we'll be fine. Right now, Rainbow needs you. Go." She hesitated, nodded and started to fly off. "Hey, Fluttershy! Just… um… good luck. And be careful."

She remained stationary for a moment, then hurried back and embraced Ray. "You too…" Her cheeks flushed, she pulled away and flew off, disappearing down a side street.

Rarity allowed herself a smirk at his reaction. Ray also stood motionless, gazing at the spot where she had gone, a red tint in his cheeks and a smile tugging at his mouth. He blinked, shook his head and coughed, turning back to the group.

"Right, as for us, we need to find a place to hole up and fight for when the Doomites find us," he announced. "Now, let's-"

"Hold on, sugarcube, ah gotta ask… Doomites?" questioned Applejack.

"Yeah. You know, like in that movie… the one with the evil spirits and that book… chainsaw… no?" All of them, apart from Spike who nodded in understanding, looked at him blankly. "Guess it's a guy thing then."

"Anyway, where do we go sir, Captain Ray, sir?" asked Pinkie.

So, she wasn't the only one who noticed how he'd taken leadership of the group.

"Hm... quick, over here." He led them to a two storey house not too far away. They hurried inside and shut the door behind them. "Right, check around the house, then report back here with your findings, points of entry into the house specifically. Applejack, Pinkie, you take the ground floor, Rarity and Spike the top."

Since he obviously knew what he was doing, Rarity galloped upstairs with Spike, who looked quite pleased at being paired with her. They split off in different directions so they could check more quickly. Rarity opened one door, found a bathroom, shut it and moved on to her other remaining door. It was a children's bedroom, its occupant now gone.

For some reason, she found herself stepping slowly inside and looking around. The walls were painted blue, decorated with little rocket ships, frozen in the motion of blasting off into space and pieces of paper with crude drawings in crayon. A similar pattern was matched by the bed spread, small enough for the young one to lay their head every night. A little colt, by the look of it. But he wasn't here…

Her hoof stepped on something and she looked down. A toy, a small cart with a little wooden pony attached to it, next to a drawing of some stars that looked like it had been halted. She picked it up, turning it slowly in her hooves. Had this child been playing with this when all this had happened? Perhaps drawing this picture too? Where was he now? Was… out there? Who had turned him… his parents or perhaps a complete stranger?

Rarity bowed her head, trying to stem the tide of anger that flooded through her. This was the true horror of Doom's deed. Turning families, friends, even children into his mindless, rage-driven slaves, all for what? She knew now even more why Dusk had kept this hidden. If these were the things he had seen, what might be done and what he was trying to prevent… how could he even begin to tell them of that?

"Rarity? You okay?" She turned and saw Spike waiting for her at the door. "Something wrong?"

"No, Spike I…" She stopped when her voice broke for a moment. "I'm fine, don't worry."

The baby dragon didn't miss it though. He approached her and hugged her leg gently. "It'll all be fine. You'll see. We'll all be okay in the end."

"Yes I… I certainly hope so." She returned it, thankful for his sympathy. "Come on, we'd best report back to Ray."

"Right. After you, milady," he bowed.

"My little gentledrake," she cooed, rubbing the top of his head with her muzzle and stepping out, putting her thoughts of the child who stayed in that room out of her mind.

"What we got?" Ray asked, getting straight to the point.

"Kitchen in the back with one window and some very nice looking cookies in a jar," reported Pinkie.

"Back door near the kitchen an' a bathroom, no window," added Applejack.

"A hatch that leads into an attic is just above the staircase. Parent's bedroom and study at the front, window each in both of them," stepped in Spike.

"Same here regarding one children's bedroom and a bathroom at the rear of the second floor," finished Rarity.

"Great. First, lock and barricade both of these doors. Use anything you can find, anything heavy and big and shove it in front. Same goes for the windows but if you find some wood and nails, those would be good too. Cover everything on the ground floor, they shouldn't be able to get in the top and we'll sort out defensive strategies after. Got that?" They all nodded affirmative. "Let's go then!"

Rarity pulled him aside for a moment. "You seem to know a lot about this sort of thing."

"Comes with reading and watching plenty of stuff with zombies," he responded. "Don't worry, I got this."

"I thought I recognised a fellow prepper," remarked Spike. "Organise before they rise, right man?"

"Exactly!" he agreed.

Rarity giggled a little, thankful for an opportunity to laugh. "Well, now that you have Spike's stamp of approval, I'm sure we'll be fine."

"My thoughts exactly." His grin faltered when he grimaced a little, clutching his head.

"Are you all right, dear?" Rarity started to approach him. "You seem a little distressed."

"Just a small headache, it's nothing… lot of stuff going on, you know?" he chuckled, rubbing his head and shaking it a little. "Right, what are you doing standing staring at me, snob? Chop-chop, work to do!"

"Don't presume to tell me what to do, you ruffian!" she returned lightly, proceeding to approach Applejack. "Anything I can do to assist?"

"If y'all wouldn't mind helpin' me move this here closet, be much appreciated," she offered.

"Oh dear…" She looked warily at it. "That sounds like… heavy work."

"That's 'cause it is heavy, now either stand there an' whine or get there an' move this thing!" she snapped.

Rarity rolled her eyes and took her position. "Honestly, just because we are being approached by a horde of bloodthirsty ravenous ponies who outnumber us a hundred to one does not give you cause to be rude."

"Ma sincere apologies." Applejack looked at her seriously. "Y'all realise this plan's pretty much a one way trip."

Rarity paused in her task. That was true enough. Once the Doomites learned where they were, they'd completely surround them and cut off any escape. The only way out would be on to the roof and from there, the only way to go would be down. They'd just keep coming, they wouldn't tire or stop while they…

They could only do so much.

"It had crossed my mind, yes," she finally answered. "But it is necessary to do our part."

"Ah get that… but it don't make it much easier."

Rarity didn't reply to that. Suddenly, pushing a heavy closet seemed far more appealing that discussing this subject.

"Jus' so ya know, whatever happens… ah got yer back, Rarity," the farm pony said with complete honesty.

"And I yours, Applejack," she replied. It might seem hopeless, but at least they had each other. It wasn't much, but it was better than nothing.

* * *

She went flying and landed on the grass hard, but still functioning. Twilight stood up again, feeling the throbbing in her chest from Doom's punch, who stood opposite her, anger and contempt competing on his expression for superiority.

"Nopony here to help you, Sparkle," he laughed. "Are you sure that was wise?"

"This is between you and me, Doom," she retorted. "This is just so I don't have to worry about breaking anything. Other than you."

"Rainbow Dash said much the same and she isn't looking so well now." He growled low in his throat, leering at her. "You won't attack me. Not when you'll know who you'll be hurting."

"Then you don't know me as well as you think," she countered. "I'll do what it takes to save him, even if it means going through you to do it."

"Brave words, if you can back them up," he snarled.

"Then how about we stop wasting time with words?" She let her horn glow and lowered her head.

"If you insist." He responded in kind, though with that terrible smile. "I prefer it this way. When I return to Ponyville with your lifeless corpse, they'll see how even the most powerful part of their friendship can fail. It will truly break them."

"We'll see. Let's dance! I'll lead!" She shot off a spell at him, which he blocked.

His growl growing louder, he responded in kind with his own magic, but she blocked that too. He got faster when he realised she wasn't playing around, but so did she. From there, the two of them entered a furious flurry of spells and bolts hurtling at each other. Both were skilled to keep casting them and both were fast enough to block them. They were at a stalemate which could be broken at any moment.

It was Doom who did, calling on a more powerful spell and releasing it as a huge beam of magical energy, humming loudly as it shot towards her. She put additional power into an equally powerful shield, stopping it from hitting her. Locked in this new battle, it was now a matter of which of them would tire of their spell first. She could make him out grimacing, but the power of his spell and her shield was taking its toll on her too.

Before she ran out of strength completely, she pushed against the beam with her shield, something that he didn't expect and staggered a little. It was enough for Twilight to push again, sending her energy wall at him, dissipating his beam and smacking right into him. He recovered quickly though and seemed only more angry, his horn glowing again.

"Succumb to the darkness!" he roared, strengthening the shadows around her and plunging her into darkness.

She couldn't see anything. In her panic, she fired of a few spells blindly. None of them penetrated the dark in the least. It was only added when she felt a sharp pain from behind, a spine-chilling cackle. Twilight fired off a spell there but Doom had gone. He was out there, he had the advantage. She couldn't see!

Calm down… think, this isn't helping. If it's dark, turn on a light. So she did, flaring her horn with magical light, piercing the shadows around her. She heard a yell near her, knowing she'd blinded him and swung her hoof in its direction. She winced as it made contact, but followed up with a spell, blasting him back and bringing light to her vision once more.

"You dare…!" He was more of an animal than a pony, eyes alive with feral rage. "You'll pay for that!"

"Try it," she challenged, knowing she'd kicked the hornet's nest now.

Soon enough, she felt their sting, in the form of black shimmering spikes of vapour he conjured and shot at her. She dodged the three of them, one cutting skimming close to her mane, another slicing her cheek though it would have been in her head. She barely had time to block, let alone counter with the speed he cast them.

But he was laughing, toying with her while she danced out of their way, enjoying her distress. His mistake for not finishing her now he had her.

She darted her eyes around, saw a log nearby and caught it in a levitation spell. She held it before her, spikes slamming into the wood, but thankfully not her. Taking a chance, she tossed the log right at him. It caught him off-guard, but she heard the splintering of wood from his hoof, which broke her projectile in half.

He roared in rage at her and his black aura surrounded the ground he stood on. He ripped it from the earth, standing on a large chunk of dirt and stone, while other only slightly smaller ones orbited around him, held in the dark aura of his magic. With a snarl punctuating each attack, he shot them at her now, forcing her to jump aside to dodge.

Thundering crashes shook the ground, making her stagger from each impact and he just kept pulling up more. Marvelling a little at his sheer determination to end her in such a way, she took action by teleporting on top of a rock he threw at her. Shooting spells that gave each one the texture of rubber, she jumped from rock-to-rock, closing the distance between them.

He tried to step it up, shooting more rocks at her, some smaller than before and striking her in places. Though it hurt, it wasn't enough to stop her and she blocked them when she could, keeping up her advancing by bouncing until she was within jumping distance of the one he stood on. They locked eyes on each other, Twilight so focused on reaching him that she didn't see that there was one more large rock he could use until it was too late.

But he didn't use it. He seemed to falter for a moment, hesitate to use it against her. Big mistake. Soaring right at him, her hoof smacked across his face. She landed on the earth, hit him again and blasted him off with a spell. The earth fell back at the same time he did and she jumped after him to press her attack.

She knocked him to the ground, pinned him as best she could with her legs and pressed her horn against his, performing the spell that would save him…

* * *

Standing tensed, her nerves at their peak and her mind sharply aware of everything that was going on around her, Applejack stood ready, or as ready as she would be, for a fight. One of the Doomites had spotted them while they built their barricades, just as they finished and had screeched to alert more before charging in to attack. It had just been one battering against the window first, but now more had joined it.

She wasn't alone on this floor either, as Ray stood with his back opposite to her, watching the two windows and front door, while she watched the back, along with Spike. He had organised them into two teams, one watching the ground floor, one the first. They would hold off the bulk that would crash in through the ground floor, while the others would use their ranged attacks, Rarity's magic and Pinkie's cannon respectively, to hold them off from the top floor.

She could now and again see through the window a Doomite getting wrapped up in fabric, magically twisting around them or hear the almost rhythmic boom of the cannon. But others ignored their fallen comrades and kept pushing on. They'd get through one of them in the end. It was only a matter of time and a question of which one.

None of them said a word. They were too tense, too nervous, to speak. Applejack's eyes darted between windows. Spike twitched his tail and shivered a little. Ray appeared to be collected, but his expression was set and his limbs rigid. There was nothing they could do, but wait. Wait for the inevitable.

Applejack could fully understand the phrase 'calm before the storm' now and this was gonna be one heck of a storm. One that was driving her crazy waiting for it. Finally, it came.

The sound of shattering glass reached her ears. "That's the kitchen!"

"Take care of it!" She was already running off by the time Ray gave her the order.

She arrived to see three hooves reaching in through the window there, shoving aside the tables and chairs they'd set up. Finally, they pushed them aside and they clambered on in, their eyes fixed on Applejack, mouths open and dripping with saliva.

Not intimidated by the sight, Applejack met them first, sending Bucks McGillicutty and Kicks McGee crashing into the two stallions that charged after her and ducking, sliding under the mare who dived at her. She smacked into the wall, recovering instantly and rounding to attack her again. Her horn glowed with a magical aura, surrounding a kitchen knife.

"Well now, that's just cheatin'," she remarked, the mare leering at her. She began to feel around with her hoof. "Well, two can play at that game, you with yer knife…" She found something metal and took it. "An' me with ma… spatula?"

Both she and the mare stared at her weapon of choice. Applejack smiled sheepishly at her, which faded when she screeched at her and sent the knife whizzing towards her head. She knocked it aside with the spatula, the metallic clang resounding around the kitchen. There was no time to relax when it came around again, only just blocking it.

This strange and deadly game kept up, the mare advancing closer and closer to her whilst Applejack was forced to keep her distance, trying to fend off the killer kitchen utensil with her own. Knowing that she'd soon be cornered with nowhere to go, she acted quickly. She caught the knife in-between the gaps of the spatula on its next round, twisted and flung it away out of her reach.

Taking advantage, she pulled back on the metal handle, confronted her attacker and flipped it in her face. It didn't do a thing, only to make her irritated and begin a lunge forward. Applejack was about to run, when it suddenly occurred to her.

"Wait, what the hay am ah doin'?" She tossed aside the spatula and punched the mare in the face, knocking her back and knocking her out. "Ah always preferred the orchard ta the kitchen, anyways."

Barricading the exposed window as quickly as she could, she ran back into the front room to check on the other two. Two of their windows had been smashed open too and they were both tending to each one. Spike had set fire to the end of a chair leg and was waving it in the faces of some Doomites. They reacted to it by backing away from it.

Ray, having let one pony in his window and some other already clambering in, once again demonstrated his newly revealed teleporting ability and its prowess in a fight. He darted forward, kicking the stallion in question, teleporting back to the same position and kicking him again before he could recover. He kept this up, kicking, teleporting and kicking again about five more times and finishing by hitting him with both hooves. The stallion barrelled backwards, knocking away its friends.

"Nice one," she praised, helping him fix his barricade. "You should show Twah'light some-a them moves."

"I was considering it." He whipped his head at the sound of another window breaking. "That was the second window in here."

Applejack heard commotion from the kitchen, seeing shadows moving. "Ditto back there. Might be too many fer me ta handle on ma own."

"Same here." He glanced back at her. "Mind giving me a hoof?"

"If you'd be inclined ta do likewise," she returned.

"Of course." He gave her one last grin and turned to engage his group, whilst Applejack did likewise.

She galloped forward, kicking an offending stallion in the jaw, spinning around and offering a punch to the mare behind him. At Ray's call, she jumped back and offered similar treatment to those behind her while he worked his skills on her group. When she felt it was too much for her, she let him know and they swapped again, using their combined efforts to lessen their numbers.

They kept this up until both groups had dwindled to the remaining four, two for each of them. Se bucked a stallion into his friend, whipped around and saw Ray punch one pony, teleport, get the other from behind, teleport in-between them and slam both their heads together, sending them crumpling in a dazed heap.

"Not bad fer a hard day's work," she remarked, like they were back down on the farm. "It's always so hard ta find good help these days, ain't it?"

"Yes siree, I aim ta please ma'am," he replied in another terrible attempt at her accent.

"Yeah, still needs work," she noted.

"Um, guys? A little help here?" More ponies were attempting to get in through Spike's window, the dragon desperately beating them back with his chair leg, which had now gone out.

They were both there in seconds, lending their efforts to stem the tide, which wasn't really helped by a few more leaking in through the windows that they had just defended. While she punched and kicked, Applejack let Spike hop onto her back, where he sat fending off Doomites with his chair leg like a sword.

Ray kept using his teleport to dart back and forth between windows, covering them up again or else suddenly leaping in to help them both if they were starting to get overwhelmed. He even used their advantage to his own. When one grabbed him and threw him at a group, he teleported back behind him, using the same momentum of the kick to get him in the back of her head.

A good worker, thinks on his hooves and he's not bad in a scuffle. Applejack was already feeling more confident with him fighting with them.

"Applejack! I got an idea!" Spike grabbed a curtain pole that had been torn off. "Get some distance from these guys!"

"Okay then." She ran back to give them some space, saw him point the thing forward like a lance. "Spike, ya ain't serious, are ya?"

"I'm dead serious, Applejack," he replied. "Now, hi ho! Have at thee, you scurvy knaves!"

Feeling him kick her sides and roll her eyes, Applejack reared her legs, whinnied and charged at the approaching group. Using her strength and his pole, she and Spike knocked aside any Doomite who got in their way, doing enough damage so there weren't a whole lot left standing. These they finished off by circling around and taking out or from Ray doing it for them.

It seemed silly, but it had worked. Not that she would openly admit that.

"Ha ha, you dogs!" mocked Spike. "You should know better than to cross the mighty Sir Spike and his valiant steed, Applejack!"

"Spike, valiant or not, ah ain't nopony's steed, got that?" she said sharply.

"Yes ma'am," he squeaked, hopping off her back.

"Guys, more company." At Ray's warning, they saw they were once again surrounded by hungry, snarling faces. Stragglers from the last attack and new faces who had clambered in to join the fun.

Getting an idea, she saw some of the curtain ropes had fallen off. Acting fast, she tied them together, fashioned them into a lasso and looped it around a fallen Doomite.

"Sorry ta do this to ya," she murmured. "Duck an' cover, fellers!"

Giving them a second to get out of the way, she gathered up momentum, swinging her make-shift flail around in a circle and knocking down more Doomites. Once they didn't get back up again, she flung the other out of the window and heard a satisfying sound of loud yelps when he knocked into more that were coming through.

"Bet they've never seen that at any of the rodeos you've been in," joked Ray.

"Ah'm pretty sure there's a good reason fer that," she agreed.

"Finally, a break…" Spike jerked back up when a collective screech resounded from outside. "Or maybe not."

"Come on Spike, keep at it," she encouraged. "It ain't done till we're the only ones left standin'."

"But there's loads of them!" he protested. "And the ones we knocked down before are starting to get back up again!"

"Then, we'll just have to knock 'em down again, won't we?" Ray looked to Spike. "Come on, what did the Guide say about panicking in a zombie attack?"

"That panic is just as dangerous and destroys a group just as easily as zombies do," he recited. "You're right, Ray. I gotta keep my head in the game."

"There you go! Remember, we they may have these," he said, gesturing to his teeth, "but we've got these." He pointed to his head.

"You got it!" They bumped hoof and claw together, revitalised.

Applejack laughed a little. "Y'all gotta lend me this here book sometime. Ah feel like ah'm missin' out."

"You're telling me. I've had to train you all from scratch, that wasted some time," he said with his own laugh.

"Yeah well, y'all can train me all ya want in yer lil' zombie games when this is over."

"That's a promise. Pinkie promise?"

"Pinkie promise," she agreed, miming the actions.

Offering her winning smile to the two boys, she held on to the confidence that they were holding out just a little longer and hoped she would have the strength to keep at it.

* * *

_She opened her eyes, feeling disorientated and strange. She took a moment to get used to this new sensation, breathed and took in her surroundings. It was completely dark, so she had to light her horn to see properly and even then, it only barely penetrated the encroaching, all-consuming blackness around her._

_It looked like some kind of cave. She could make out the rocky walls, the grey stone floor and heard her echo while she moved. But she knew that this was no ordinary geological structure. This was inside Dusk's mind. All this darkness was Doom, having taken over. Now, it was time to find that one speck of light that remained._

_She spotted it, down the end of the tunnel. Driven by her determination to end this now, she galloped towards it, getting closer and closer with every step. She could feel the shadows, moving around her, knowing that she wouldn't have long. Doom was already acting against her, trying to drive her out. She could feel it, pushing against her like water gradually freezing into a wall of ice._

_But she didn't need long, she was almost there, she knew she was. She finally reached that beam of light, confirming what she already knew._

"_Dusk! You're alive!" she cried, unable to gauge how happy she was to see him._

_He was trapped inside a circle of rocks, enclosed like teeth above his head. There was enough space for her to see him, but not enough so he could squeeze out to freedom. His head was bowed as he sat in the middle, his raising only slightly to look at her. There was no life in his eyes. They were as dead as the rocks that enclosed him._

"_Most of me is…" he replied in a monotone voice._

"_He must have put you in here. He can't finish you, so he keeps you locked away," she murmured. "Don't worry, I'll have you out of there in a moment."_

_He looked up a little more, but not by much. "Why?"_

"_What do you mean, why?" she asked, surprised by his response._

"_I mean, why bother trying to break me out?" he asked dejectedly. "I can't beat him, you can't. Nopony can… why try?"_

"_But you did!" she insisted. "You beat him last time, you can do it again."_

"_And even if I do, what then?" He bowed his head again. "There's nothing good waiting for me, just more pain. Pain that'll allow him to come back again, no matter how hard I try to hold him back. It's a cycle, you see? One you can't break…"_

"_Yes I can, I can do it, I can save you!" she said desperately. "There's always something waiting for you, like you're friends!"_

_He was starting to weep now. "Friends that I'll just hurt again by letting him out, who'll never forgive me for what I've done this time. I saw what he did to Rainbow too, you know…"_

"_Give them time, they will. Come on, Dusk, please!" she begged._

_Those lifeless eyes looked up again. "And what about us?"_

"_That's not important now, we can talk about that later," she promised, feeling the darkness getting closer. _

"_No, don't you see?" He stood up now, looking out pathetically at her. "We have to do this now, you know what I mean."_

"_Dusk, please-"_

"_Twilight, I need to know. Do you-?"_

"_No!" she screamed, knowing what the question would be. "No, I still don't know… I don't know…"_

_Her voice echoed around them in the wake of this, like a cruel reminder of this fact. Dusk looked even more forlon now in the wake of these words and fell back again._

"_You see? What's the point?" He didn't even look at her. "Just go, leave while you have the chance. Before he kills you too…"_

"_No, I'm not leaving you! I'm getting you out!" She blasted a spell at the rock, but it had no effect on it at all._

"_I think that's made my point," he said, sounding more desperate now. "Leave now, just run. I don't think I could stand watching him break you too."_

"_Dusk, I-"_

"_Time's up!" She whipped around, saw Doom's rage-filled eyes, felt his hoof smack into her._

_She was flying, flying away from him, further and further. She screamed out his name, tried to reach out for him. In the dark, she could have sworn she heard him calling out too…_

* * *

She was blasted back again, forced out of Dusk's… Doom's head, landing with a hard crash on the ground. Disorientated again from her efforts, she pushed herself back up and looked over at him. He was laughing at her, bearing his teeth in a feral grin.

"Did you really think that would work on me?" he sneered. "You're more pathetic than I thought, Twilight Sparkle!"

Twilight couldn't understand it. She'd been in there, she had found Dusk, she'd used the spell, yet it hadn't worked. It should have done, yet it hadn't. Perhaps he wasn't weakened enough yet. She'd have to keep at it… but she wasn't sure how much longer she could go on for. The spell had taken more out of her than she thought, she could probably only manage it one more time.

Still, she thought, preparing to re-enter battle, she had to try. She prepared a new spell to use against him. Perhaps take a leaf from Ray's book…

Dusk though, in his head. He looked so weak, so hopeless… why? No, think about that later, focus on the now. She'd come too far to lose him now. She already had once, she wasn't going to again.

She charged at Doom, teleporting behind him when he sent a spell shooting at her. He missed and she crashed into him, knocking him to the ground. She jumped over him, galloped away and teleported so that she was charging right at his head, just as he was getting back up. She knocked him down again, hearing his roar of rage. Knowing this was taking a tax on her magic levels, she aimed to do it one more time.

But he grabbed her when she charged for the third time. He threw her up into the air, her legs flailing wildly, trying to find her balance again. She felt something grab her and whip her back towards him, towards his hoof which was swinging towards her. Acting quickly, she teleported again so that she was approaching him from behind and smacked him in the back of the head.

Taking advantage of the closed distance between them, she teleported them both to a point in the sky, punched him twice in the face while he hovered there and finished with a spell blast back towards the ground. She fell just behind him, intending to try another strategy while he was knocked down on the ground, perhaps attempt the spell again.

But she saw Doom recover again. Though there were signs of strain beginning to show, the odd bruise and slight bleeding, he was still prepared to fight against her and only seemed angrier than ever. She saw his horn glow and tried to prepare to block whatever spell he sent at her.

Something cold gripped her waist again and jerked her to a halt in mid-air. She looked to see Doom rising back up on a tentacle made of shadow, like the one that had a hold of her and others that were coming to join it, holding her in place. She tried to struggle free, but their grip was too strong. And it was getting tighter, one of them wrapping around her throat.

"Get out of that," he growled, his eyes burning with hatred.

Twilight did. A quick idea surfaced in her mind and she conjured up a blade made of magical energy. Acting quickly, she cut the tentacles that held her in place and sliced at the one Doom stood on, forcing him to the ground. Using her magic to land gently, she was shocked when he barrelled at her and only just managed to block his magical blade with hers.

Flares of light and shadow shot up as their blades clashed against each other, Twilight's double-edged knight's sword against his wicked scimitar. Neither of them knew anything about sword fighting, only hacking and slashing at each other whilst trying to maintain the energy needed to keep their blades. But it was a deadly duel nonetheless.

Twilight might occasionally scratch him somewhere, which only made him more furious and press his attack, the shadow sword rising and falling again at her, giving her more breaks in her skin. Nothing serious, but enough to make her cry out. There was a moment he thought he had her, his sword pushing past hers and swinging at her neck.

But again, he appeared to hesitate, the blade slowing just before it hit her, giving her enough time to block it and push it away. That gave her spirit, knowledge that he must be tiring now. He was powerful, determined, yes. But his moves were becoming predictable in his rage, enough that she was able to block one blow, push away the blade and swing hers at his face.

At the last moment, she turned it into a hammer, hitting his head with a resounding clang and sending him flying away. Knowing that she must have weakened him enough by now, she summoned up more energy to perform her spell, charging at him, finally to bring an end to all of this.

"ENOUGH!" His face a visage of hate and anger, his horn glowed more brightly than ever before. "DIE, DIE, DIE!"

Black orbs appeared all around her, growing bigger, larger, darker every second. Acting instinctively, she surrounded herself in a shield. The orbs began to explode, rocking the earth around her and the confines of her shield. Her face sweated, putting all of her energy into keeping it up, but the blast was powerful enough to rock her off her hooves and send her flying.

Her strength gave, the shield fell, she tried to bring it back up-

SMACK!

The cold, hard, stone cliff hit her as hard as she hit it. Unfortunately, she felt the brunt of it, pain spreading like fire from her back to every inch of her body. She fell back down, hitting the ground with even more agony coursing through her. She had energy, but the pain was terrible and she could barely move from it.

She had just enough strength to raise her head. Out of the smoke, he came, stalking towards her, breathing and snarling like an angered lion. His mane was wilder than before, his eyes alive with that burning hatred. She tried to cast a spell, but didn't have the will, her horn flickering feebly.

This was the end. She'd tried… she'd failed…

"Now… this ends!" He raised his hoof and she closed her eyes, thinking only of Dusk…

* * *

Having just lowered her hoof from knocking down another pony, Applejack heard the crash at the rear of the house. The window there had already been broken, which could only mean that the door had just been breached. She galloped away from her door, reach the corridor that led to it and froze. Now she could see why the door had broken open like that.

It was her brother, Big Macintosh, who had barged through the rear door, his face livid and his muscles rippling.

Her will to fight vanished suddenly in that instant. She'd had a hard enough time raising a hoof to fend off ponies she knew well enough that she liked. It wasn't that he was bigger and stronger than her that stopped her… he was her brother. A pony she held as closely and dearly in her heart as any of her friends, perhaps more so.

She couldn't even to begin to consider the possibility of hurting him. Hurt him… but perhaps she could reach him. He had paused in the door when he saw her. Perhaps he recognised her in his animal like rage and had stopped.

There might be a chance for this. "Big Mac, it's me, Applejack. Yer lil' sister, remember? Ya don't wanna do this, ya don't wanna hurt me."

For a moment, she thought she saw a flash of recognition in his feral eyes. She approached slowly, her hooves raised in a gesture of peace, trying to keep that contact. She held on to the hope that this was working, that their family connection wouldn't let him hurt her.

"That's it, come on now… jus' listen to ma voice, it's okay," she soothed.

He seemed to falter a little and she thought she might be getting through to him. She raised her hoof to place it on his shoulder, to hug him… he would accept it and be back to normal, he could help them.

She proved to be wrong when his huge hoof crashed into her face and shattered that hope completely. There wasn't any chance of reaching him. As much as she hated to admit, she needed to fight him.

Fighting back tears, she reared her hooves and bucked at her brother… no, the thing that used to be her brother. It was like hitting a tree when he stopped them and tossed her up into the air, so that she crashed back down onto the floor. She scrabbled back as he advanced, others coming in behind him. She couldn't fight him, she just couldn't…

But somepony else did.

"NO!"

Just as Big Mac was about to bring his hooves down on her head, a yellow flash from Ray and a kick from both legs knocked him into the air. Her brother started to fall, but he teleported beneath him, punching him back up, falling backwards to the left, he kicked him to the left. Every time he went in one direction, Ray would kick or punch him in the opposite direction every half second that passed, all without punching the ground.

On the eighth time he did this, he teleported above and gave one last drop kick, sending him back to the ground. Seeing her chance, Applejack sprang back up, mentally asking her brother's forgiveness and bucking him into the group that was coming through the door. He fell into unconsciousness, his body providing a barricade barring them access.

They both panted with exhaustion, Ray especially, who was clutching his head again.

"You okay, hun?" she asked gently. She'd noted how during that attack, his aura had briefly turned red.

"Yeah, I'm fine…" He shook his head. "The Flying Flash Bullet just takes a lot out of me, that's all…"

"Sorry, what was that you jus' said?" she giggled.

"What? Rainbow Dash names her moves, so do I," he defended, still gritting his teeth and rubbing his head.

"No, no, it's fine," she said quickly. "Ah like it, catchy."

"Thanks…" He stopped rubbing his head and looked at Big Mac. "Sorry about that…"

"Well, he is ma brother. Even if he was a… a Doomite." She hid her tears again by looking away. "Ya did what ya had ta."

"I know, but that doesn't make it any easier…"

She was about to say some words of comfort when they heard Spike's distressed calls from the main room. They returned to see that even more Doomites had arrived, swarming through the windows. They'd been able to handle them before, when only a small amount had been attacking. Now, it looked like the rest of the town had shown up, drawn in by the noise.

They exchanged a look with each other. This was a lost cause. There were too many even for them to handle now. There was only one thing they could do.

"FALL-BACK! RETREAT!" commanded Ray, galloping to the stairs.

Applejack scooped Spike onto her back and followed him, narrowly avoiding the grasp of a nearby Doomite. They were pouring through the windows now, already starting to follow them up the stairs. They'd catch up in seconds-

There was a resounding boom next to her, along with magic being cast. A wall of what looked like pink jelly and thick fabric covered the stairs, preventing them from climbing up. Applejack nodded her thanks to Rarity and Pinkie, who looked just as worn from the battle as she and Ray were.

"Come on, into the attic!" urged Ray, pulling down the ladder.

"MARINES, WE ARE LEAVING!" screamed Pinkie, blasting her cannon at one who was starting to poke through her barricade.

They retreated up to the attic. They pulled up the ladder and closed it behind them, but Applejack had a feeling that this wouldn't hold them back for very long. Pinkie had used her party cannon to blast a hole in the roof which they'd all climbed through to get on top.

Applejack stared openly at the sight that awaited them. The entire house was surrounded by Doomites, all of them screeching and roaring for their blood, some trying to clamber over each other to climb onto the roof. There was nowhere else to run. The other rooftops were too far away to jump to. They were trapped.

One way, just like Applejack had said at the start of all this.

"Nowhere to go then," Rarity breathed. "This is, as they say, it."

"Sure does look like it," agreed Applejack. "They'll be up here soon."

"So… what do we do now?" Spike asked. Poor feller, still just a baby…

"We take as many nasties down as we can," Pinkie said solemnly. "One last party to go out on. We'll even have confetti."

"Then, I won't have to live this down." Spike jumped up, grabbed Rarity's face and kissed her for a few seconds before letting him go.

The fashion pony stood rigid for a moment, levitated Spike up and returned it. "Neither will I…"

"Okay then, last stand." Ray started to glow again. "Never thought it would end like this."

"You mean stuck on a roof of somepony's house surrounded by a horde of angry ponies who want to tear us into tiny, tiny pieces and use us as confetti at their party? Yeah, me neither," agreed Pinkie. "I always thought I'd go out with a party."

"No, I mean… with friends." He smiled around at them. "I'm glad I met you all. Even you, Rarity."

"The same to you, Ray," she returned.

"Yeah… you can kiss me too, if you like."

"Don't push it."

"Had to try." They heard the sound of the Doomites breaking in to the attic. "This is it then. Good luck everypony."

Applejack tensed herself, agreeing somewhat with Ray. At least she was with friends.

* * *

Twilight waited for the blow that would end her existence forever. She at least wished it to be quick. She didn't want to linger, in pain and suffering.

But the blow didn't come. She dared to open her eyes. Doom stood there, his hoof still raised, but it wasn't coming down. He looked just as confused and bewildered as she was.

"What… what is this?!" He roared again, clutching his chest, beating it. "Why?! Why am I doing this?! WHY?!"

Then, she understood. Why he was fixated on her, why he hadn't finished her when he had the chance so many times, why he couldn't do it now. It was the same reason that she was fighting, the one she had tried to run from.

No running from it now. She finally understood what Cadence meant. At last, she knew.

"Because… he's still in there," she gasped, smiling triumphantly. "He won't let you hurt me…"

"Impossible! He's gone, I'm in control now!" he roared.

"No, you're not. You can try, but… you will never, ever keep him down because he's better than you." She looked right into his eyes. "You're so much better."

"I AM BETTER! I am stronger, faster, and more powerful!" he screeched, still unable to hit her.

"I'm not talking to you. I'm talking… to him." She forced herself to stand, never once taking her eyes off his. "Keep fighting, Dusk… I'm coming…"

"No, no! NO! Get away from me!" He tried to back up, but he was kept in place, struggling against an unseen force.

"I know you can do it, Dusk," she pressed on. "You can do it, because I know where that strength is coming from. I know what's keeping you going, because… because it's keeping me going too."

"Keep away from me!"

"I'm going to do it, Dusk. I'm going to save you, because… I love you." There, a flash of emerald against jade. "Did you hear that? I love you too. And that is enough!"

She forced herself forward, calling on her magic once more and pressing her lips against his, her horn against his.

* * *

_She was back again in the cave. This time though, she felt different. Stronger. The darkness no longer worried her and fell back before the light of her magic. She even managed to reach Dusk more quickly this time and a little more life was back in his eyes._

"_Twilight?" There was even some hope in his voice now. "What… what are you doing?"_

"_What does it look like? I'm getting you out of here." She lowered her horn, fired a spell, splitting the rock. "No time at all."_

_He stared in amazement. "But… but how are you…?"_

"_Because I have something I didn't last time." She fired again. It was ready to break way. "You know what it is."_

"_Did you… really mean that?" That hope grew brighter now, the beginnings of a smile appearing on his lips._

"_I did." She smiled first, prepared the last one._

"_NO!" Doom grabbed her mane, threw her into the dark, away from the light. "I am the strongest here!"_

"_No, not now!" She saw him, striding towards her. "I'm so close, please!"_

"_Oh, we're long past that." He grabbed her mane again, hatred burning on his face. "Now, I'm going to make her suffer."_

_Those horrible orbs of anger and rage, they would be the last thing she saw. Made worse by the light growing brighter behind him._

"_I beat you, though!" she cried in defiance. "You couldn't kill me out there, we both know that!"_

"_That was there, this is here!" he roared. "Nothing to hold me back here, nothing to stop me!"_

"_Then, why hesitate?" she asked, that light growing brighter still. "Why haven't you killed me then? Scared?"_

"_I know no fear!"_

"_But you do! I can see it all in here! That's all anger and hate are, the poor, orphan children of fear!" She would have this before she died. "You're alone in this world, Doom. That's why you hate it. There is nopony else like you!"_

"_SILENCE!" He was right in her face now, that light almost blinding. "IN MY MIND, OUT OF IT, I WILL DESTROY YOU! BOTH OF YOU! DIE NOW, TWILIGHT SPARKLE!"_

BOOM!

_Debris from the rock showered around them. Bolts of colour slammed into Doom, forcing him to drop her. That light was now shining as brightly as the sun and stepping out of it was Dusk. The lights of his Element of Harmony shone around his neck, deep-set defiance on his face while he bombarded Doom._

"_Get your filthy hooves off my marefrined!" She tingled a little form the use of that word. He stopped when he reached her. "Are you okay… my love?"_

"_Never better, my love," she replied with no hesitation, letting him place Magic on her head. "Thank you."_

"_My pleasure, I have a feeling we'll need it." She had never seen a smile so warm, so fulfilled as the one he gave her now. "So, shall we then?"_

_She looked at Doom, who was cowering before the light. "Yes, we shall."_

"_You think you can destroy me?!" he roared. "I am your anger, your fury, your hatred, everything that could give you strength but you are too scared to use!"_

_He raised an eyebrow. "Strange, I don't feel very scared. You, on the other hoof…"_

"_NO! You can't destroy me! You tried before and you failed! I am a part of you! I WILL NEVER DIE!" he screamed._

"_You might be right, Doom," nodded Dusk. "You might be a part of me, a part of my mind that can't be let go. But, there's something you don't realise."_

"_I am too," finished Twilight, knowing what he was going to say. "And I've had enough of you."_

_Their horns glowing in perfect unison, their Elements shining, they cast a spell more powerful than either of them could have managed on their own. Combining both of their magic, they pushed back against the shadows, forcing them out with their glowing light. It wasn't something she did. It was something they both did. _

_Together. _

_The last thing Twilight heard was Doom crying out, screaming against her, saw a flash of duke blue in her vision. Then, exhausted by her efforts, she keeled over and gave in to darkness…_

* * *

There, the true end to this arc. I agreed it was rather insubstantial, so I added more. Hope this is an improvement.

I also added Doom vs Dash in the previous chapter too.


	29. Read It And Weep

**Read It And Weep**

Softness. That was the first thing she acknowledged when she woke up. Warmth, comfort. It felt strange, after all she'd been through to feel so at peace and comforted here. She at first wanted to just lie back here, wherever she was, forget her troubles and just rest. After all, she had earned it, her tired mind told her. Take your time, don't worry about a thing, not where you are, what happened or…

Her head felt fuzzy and blurry, as well as rather weak in her limbs. The spell, it must have drained the last of her energy… she'd been inside his mind. They'd ended Doom together, her and Dusk… wait, Dusk!

Now that feeling of peace was gone, as was her drowsiness. She shot up and took in her surroundings, suddenly frantic to know where she was. She soon realised why she felt so comfortable, recognising the blue sheets she lay under, the sun streaming in through her window. She was in her room, in her bed, back at the library. She checked the sun in the sky. It was only just rising above the horizon. But… how could that be? It had only been the afternoon when…

Her worries only increased now. She looked out of her window. There were still signs of damage, but it was clear some reconstruction was already going on. Everypony was fine, they were back to normal. Her spell had worked! That gave her some relief, but not enough to fill her completely. The town was safe, but what about her friends? Spike? Dusk…?

In the end, she got an answer to at least one of those questions. Looking to the foot of her bed she saw Spike, sound asleep in his basket. Apart from the obvious signs outside, this looked like just the start of another normal day. In fact, if these things weren't here, she would be entirely convinced that the events that had happened were all just some horrible nightmare. It would be so much easier to think of it as that.

But would that happen? Did she expect Dusk to just come through the door, kiss her and then just get on as usual, perhaps practice some new spell that Luna had taught him or help her out with her own? They'd share some laughs, some disappointments, but it would just be another great day, apart from his grimacing and moments of silence that she knew exactly the reason for, but would never address it.

No… it wouldn't be like that. As much as she didn't want it to, it had happened now. Doom had returned, just how she always feared he would, but they had beaten him. They'd saved their town yet again, but not without some cost. She could only imagine what had happened to Dusk now and Rainbow, especially after her wings were…

Guilt hit her again. How could she have forgotten about Rainbow? Out of all of them, she had probably suffered just as badly as Dusk. She had brought it on herself, but she still had her wings broken. But what was she meant to do? Who was meant to be her priority here? Were they both okay, recovering somewhere? What had happened after she'd blacked out? What about the others? Had she been too late?

She rounded on Spike, about to wake him, only to see the dragon was already starting to stir.

"Whazat… who's there…? Twilight…?" He raised his head, his eyes half open, which snapped up all the way when he beheld her. "Twilight! You're okay!"

"Spike! Yes, I'm okay!" Despite the situation, she returned his hug. "What about you though?"

"Me? Oh, I'm fine." He rapped his chest proudly. "Thick scales and nerves of steel. Completely unshakable."

"Yeah, trying telling that to the mouse that you found in the basement," she giggled.

"Hey! That thing startled me, I said before!" he defended. "Anyway, I'm glad you're awake. Luna said that you would be by morning, but still."

"Luna? She was here?" Her worry returned again. "What about Celestia? Was everything okay? Did my spell actually work? Did-?"

"Calm down, your spell worked fine," he cut off. "They just came in to make sure there was no lingering influence of Doom. It's fine though, nopony really remembers anything from the point the spell was used on them."

She allowed the relief to sweep through her after hearing those words. A side effect of magic like that was, once it wore off, the pony in question didn't retain any memory of anything they'd done, as they weren't themselves when it happened. Not only that, but she was hoping that would be the case too… for different reasons.

"Right… good. I thought that might be the case," she nodded. "What about everypony else?"

"They're all fine," he assured. "You managed to pull off that spell in the nick of time though. We were just about done, then we all heard this weird whooshing noise and roaring, everypony was holding their heads and that freaky smoke came out of their heads. Next, they were asking us what we were all doing up there."

"What did you tell them?" she asked urgently.

"Just that Blackhole Doom attacked the town, took over, but we managed to beat him off, the princesses backed us up on that," he added. "Then they found you, said that you'd be fine by morning and bought you back here. The rest of the day was spent repairing any damage or allowing ponies to recover from injuries."

"Nopony was badly hurt?"

"There some cases of bruising and cuts… kinda awkward explaining that one since, technically, we were the ones that caused them, but nothing permanent," he reported brightly.

"Right… good," she repeated. Another question surfaced in her mind, one that she found herself dreading somewhat. "What about… Dusk?"

That dread only worsened when Spike broke eye contact, shuffled on his feet and fiddled with his claws. Before she could question him further, she heard the door opening downstairs and worried voices travelling up it.

"Twah'light? Spike, y'all here?"

"Sorry if we're bothering you, but… it would be nice to know if you're all okay."

That feeling of comfort returned again at the sound of her friend's voices and she even felt a smile start to grow on her face. Spike too looked relieved and hurried downstairs, Twilight following in his wake.

"They said they were gonna come round and check on you," he said quickly to her before shouting downstairs, "Don't worry, she's fine! Just like the princesses said!"

A second later, there they were, relief breaking on out on their faces. Apart from looking a little shaken, Applejack, Rarity, Pinkie, Fluttershy and Ray all looked fine and were just happy to see that she was too.

"Guys! I'm so glad you're okay!" They all gathered around her in a group hug, with the exception of one.

"We're glad to see you're well too, darling," Rarity said. "We were all so worried about you!"

"Yeah, you really looked tuckered out from that spell. Like when you crash after too much partying," said Pinkie. "You don't have a headache and blurry vision, do ya?"

"No, my head and eyes are fine, thank you, Pinkie," she assured.

"Great… hey, whaddya think you're doing?" she added to Ray, who was hanging out on the fringes. "Come on, get in here!"

"Really?" He looked a little surprised at being invited to do this. "I mean, I know we're all friends but… you sure it's okay for me to-?"

"Come on, leadin' us all against a horde-a crazy ponies comes to ya like pullin' a cart, but a bunch-a mares all havin' a tender moment, that's when yer unsure?" Applejack shook her head, smiling. "That's colts fer ya."

"Really?" They broke up and Twilight stepped towards him. "You took charge?"

"Absolutely and a fine job he did of it too," added Rarity. "I dare say that we wouldn't be here, were it not for his efforts."

"Yep, born leader this guy," said Spike with confidence. He seemed to realise that he was standing next to Rarity and stepped back. "Oh… sorry…"

"Oh um… quite alright, Spike…" Twilight noted an awkward air between the two of them, pondered it for a bit, but returned her attention to Ray, who was smiling proudly.

"Thanks girls. I mean, I thought I did a good job, but it's good to know you all thought so too," he chuckled. "So… am I okay for a hug?"

"Yes, you are." Smiling, Twilight pulled him as well, giving him a personal hug. "I'm happy to see you're safe too, Ray."

"You too, Twilight," he returned warmly.

"Thank you for taking care of our friends." She pulled back and smiled at him. "It's good to know I can count on you."

"Happy to do it. Besides, they took care of me as much as I did them," he joked. "We all did great, especially Fluttershy here."

"Oh um… I'm sure you all did much better than me…" she muttered quietly.

"Come on, if you hadn't been tending to Rainbow during our fight, she'd probably be in worse shape than she already was." There was a slight red tint to his cheeks as he said this. "You did great, Flutters."

She blushed from the use of this nickname, but returned the smile. "Thank you… you did great too, Ray. I know I keep saying but… you were really brave."

"Heh, just doing my best, like always, but thanks…" He rubbed the back of his head, that red tint now increased.

To save him some embarrassment and to quiet her own fears, Twilight posed her next question. "How is Rainbow, by the way?"

"Recoverin' at the hospital," Applejack told her. "We were all gonna go see her, if yer feelin' up ta it."

"Wait, hold on. What about…" She collected herself, preparing for anything they might tell her. "What about… Dusk?"

As soon as she uttered those words, silence fell over the group. None of them would look her in the eye, exchanging glances with each other in a way that only made Twilight more worried. She heard a quiet whimper from Flutterhy, Ray rubbed the back of his head awkwardly. Why weren't they telling her anything? What was wrong?

Finally, Applejack spoke. "We were… gonna check up on him too. He's… at the hospital too."

That didn't exactly comfort her. "Why? What's wrong with him?"

"We… we don't know yet." Rarity gazed at her sympathetically. "They said they were going to check over him and tell us today but… it's hard to say."

"But… what…?"

"I think it would be best if we find out when we get there," Ray said. "I'm sure he's fine, Twilight." There wasn't a whole lot of conviction in his voice, but Twilight appreciated the gesture.

"Right… let's go then," she said resignedly, knowing they weren't going to tell her anything… and a small part of her didn't want them to.

They made the journey through town, passing construction crews at work on the buildings. Compared to when Spike had rampaged through, the destruction wasn't as bad as it could have been. Quite a few windows had been broken, doors smashed in, carts turned over and there was the crash that Rainbow had left, which had also caused some damage to surrounding structures. Now though, most of it had been repaired, though the cracks and crater in the square were still being filled in.

As a town that could now and again be threatened by any kind of threat, the ponies here had learned to work together in the best way possible to fix any damage done as a result.

While they walked, Twilight just couldn't stop worrying about Dusk. Her friend's silence hadn't done anything to make that better, if only serving to make it worse. What was so wrong with Dusk that they needed to wait until today to find out? Or did they really know and they were just keeping the truth from her, to prevent her pain? If this was had been caused by what she had done… how could she ever learn to live with herself?

These anxieties remained with her when they arrived. Because the hospital was at the edge of town and most of the chaos had been focused at its centre, the hospital had been largely undamaged by Doom or the converted Ponyvillians. This was lucky, as most of the medical staff who had hidden there could get to work quickly on patients sent in from the aftermath or continue to treat those already present.

Either Doom had thought those in the hospital too weak to be part of his army or he had left it as part of some other agenda. If he had targeted it though, if they hadn't acted when they had…

They signed themselves in, told them who they were visiting and went to see Rainbow first. She knew it was selfish, cowardly even, but part of her wanted to put off seeing Dusk, to have longer to prepare for… whatever might have happened.

They arrived at her room to find her already awake, beaming at the sight of them. "There you are! What the hay took you guys so long? I've been dying of boredom here!"

"Well, we had to wash her hooves before we came in and you know how long girls take with bathroom stuff," joked Ray, offering a hoof to bump.

"I'm almost tempted not to bump you for that. Almost." She grinned and brought up hers. "Nice to see you're still kicking, Ray."

"Likewise, minus the wings, of course," he added. Rainbow frowned at this.

"How is she, doctor?" asked Twilight, glad to get her mind onto something else.

"She's going to be fine," he repoted brightly, holding up x-rays of her broken wings. "Luckily she has friends like you who got her over here in a jiffy."

"How long do I need to lie here? I've got things I need to do!" said Rainbow impatiently.

"Well, that all depends on your recovery, but I'd say a few days minimum."

"You guys have gotta get me out of here, I'm gonna climb the walls!" she said desperately.

"While you might be tempted, I would advise you to refrain from as little activity as possible, if you wish to recover quickly," the doctor returned, leaving them all with her.

Rainbow growled disgruntledly. "Since you're all here then, mind telling me what happened after my… incident?"

Twilight listened while the others recounted all that happened after Doom broke her wings, how Twilight had fought him and beaten him (They didn't ask her to tell that, thankfully), how Ray had taken leadership of the group against the Doomites and that it was he who was responsible for rescuing her in the first place.

"Actually, that's something I've been meaning to ask," Twilight said when the subject arrived at this. "Ray, you teleported in that fight. How is that possible?"

"Yes and throughout our skirmish as well," added Rarity. "Care to explain how you can do such advanced magic with little to no effort?"

"I wouldn't say that exactly, but there's not much to it, really," he shrugged. "Just something I've been gifted at ever since I was little. I'd always impress others with it, try and earn a little more respect which I really kinda needed."

"He wasn't too well liked at his home," said Rarity with understanding. "I'll let him explain it better later but go on for now, Ray."

"Thanks." He smiled at her and continued. "Yeah, it was actually a complete accident I did discover it. I tried when I was nine and I wanted to do the hardest spell I could in order to get in to the magic school there, something to really impress them, you know?"

"You tried performing advanced level magic without knowing what effect it might have?" asked Twilight incredulously. "At that age, that could have killed you! What were you thinking?"

"Heh… I guess I wasn't." He rubbed the back of his head and coughed. "I just thought I'd go for it, see what would happen."

"Good policy, I'm the same," chuckled Rainbow. "So what, you were zapping to the finish line of every race you ran after that? Like to see how those kids would look."

"Actually, I couldn't really control it at first," he admitted. "I would now and again have teleporting sprees, just zapping somewhere one second, then somewhere else a second later. I ended up in some uh… weird places, to say the least." He flushed at the memories. "I got it under control in the end though and it worked for a while. Some of the kids did pay attention to me."

"Why only for a while?" asked Pinkie.

"Well… after some time, they didn't think I was cool anymore. They just thought I was some kind of a weirdo… a freak. Just because for something I could do they couldn't." His expression darkened as he spoke. "I coped with it but…"

He trailed off, unable to continue. Pinkie placed a leg around him comfortingly and he smiled up at her, along with the rest of the group. Twilight felt pity well up for him when she was reminded why that, until he had met them, he had been alone. Just like… she couldn't voice her thoughts on that though…

"You really remind me of Dusk, sometimes," Rarity remarked. "I think that was what he was scared of where his magic was concerned too."

"You know, I had a feeling you'd say that," he returned. "Hey, do you think Dusk's magic could-?"

"Would you shut up about Dusk already?" snapped Rainbow. Her smile had gone, her expression sour once more.

"What's got you all saddle-sore all-a sudden?" Applejack asked, surprised as they all were by this outburst.

"Why do you think?" She gestured to her wings. "Whose fault is it that I'm in this place? Who was it that first broke my wings, laughing while he did it?!"

"How can you say that?" Twilight was rather shocked to hear this. "How can you blame Dusk for this? It wasn't his fault!"

"The hay it wasn't!" she yelled. "He's got as much to answer for as his big brother does and I'm just as willing to give him the test!"

"Rainbow! Keep your voice down!" hissed Rarity.

"Why should I?!" She slammed her hooves down on the bed. "I couldn't do anything! All I could do was scream while he took my wings and snapped them like twigs! Well, now I'm gonna make up for it and I don't care what you say!"

"Well, you should!" Ray looked absolutely livid from this outburst. "You have no right to say that!"

Rainbow looked just as shocked at Ray's outburst, but she stood her ground. "I got every right and don't you go trying to tell me otherwise!"

"You can't tell me what to do, just like you can't blame Dusk for what's happened to you!" he retorted. "He wasn't in control, you know he wouldn't have done something like that!"

"Seemed perfectly fine doing it to me and now I'm stuck here!"

"Well, guess what? Your wings will get better, but what about him? You think that this is any easier for him? You think you've got it worse than he does?!"

"Why do you care anyway?!"

"Why don't you?!"

"At least he won't be bored out of his skull, though I'm gonna bore into it when I get outta here!"

"You try anything and I'll make sure that you're put back in the second you get out!"

"Oh yeah?" She shot closer, snorting and glaring at him. "You wanna go a round, horn head?!"

"Bring it on, splinter wings!"

"Ray, stop it!" Fluttershy placed herself in-between them, her eyes shimmering with tears. "Both of you, please! This isn't helping anypony!"

Ray rounded on her, still glaring. "But she-!" He stopped when she scurried back, hiding behind her mane and weeping all the more. "I… I'm sorry, Fluttershy… I just… I lost it, I guess."

Whilst Ray calmed down and comforted Fluttershy, Twilight and the others marvelled at his sudden outburst. They would have leaped to Dusk's defence, but Ray was really being passionate about it, especially considering he got on with Rainbow the best out of all of them. Even now, she could see them looking daggers at each other. Was it because he considered Dusk to be his best friend and that was why?

But the way he had done that… it was with such empathy and conviction. What did that mean?

"Did I hear raised voices in here?" A nurse had arrived at the door, looking around suspiciously.

"No, nurse. Everything's fine," muttered Rainbow darkly.

"All right, my little ponies. Rainbow Dash needs her rest," the nurse told them. "You'll have to come back tomorrow."

The atmosphere still thick enough to cut with a knife, they all left with some cautious glances at the two ponies, a book shelf left outside the door. Remembering what Rainbow had said about being bored and hoping this might make her feel better, Twilight picked out a book that caught her eye immediately and gave it to her before she left.

"Here, you can try reading this. I think you might like it. I do, so does…" She trailed off, unable to finish turned to go.

She heard her mutter the title, something about reading being for eggheads and left her to it.

"Well… that happened," Pinkie remarked. "You okay Ray? You wanna-?"

"No, I don't," he said sharply. "Come on, Dusk now."

"Right, yes…" The others must have noticed the hesitance in Twilight's voice and stopped.

Rarity placed a hoof on her shoulder. "We're all here for you, Twilight. It'll be fine."

"Yeah… okay… let's go." With each step feeling like a death march, Twilight followed them down the halls.

Now, it was time for the moment she'd been both anticipating and dreading. Twilight could feel her nerves mounting as they were taken to Intensive Care. She didn't want to see the state that he might be in but… she knew she had to. An image surfaced in her mind of him attached to life-support machines or reduced to a state of catatonia from the effect of her spell… or worse.

Needless to say, when they reached the door to his room, Twilight was seriously doubting if she could go in there, if she could even cope with what she might see. Her mind switched to a sort of autopilot, allowing herself to be guided in by the doctor and her friends, having no choice but to see him.

She froze at the door, unsure what to make of the sight, perhaps even unable.

"Oh my…" Fluttershy was the first to hurry forward. "Big brother…"

"Ah suppose that… it could be a lot worse," commented Applejack.

Rarity shook her head standing beside her. "I don't really see how."

"He could be dead, but he isn't," Ray said bluntly. "Be thankful for that… I know I am."

Not even Pinkie had any kind of comment or joke to lighten the atmosphere, nothing to comfort Twilight when she joined them by the bed.

He was alive. At least, that was what the beeping of the heart monitor next to him told her. An air respirator was attached to the area around his mouth and nose, allowing him to breathe properly. Tubes ran into his legs from IV bags hanging next to his bed, allowing him to be fed or for doctors to take samples of his blood. Twilight's analytical mind analysed these machines while her emotional side… just tried to comprehend.

He was lying there, on his bed, absent of his hat, glasses… and necklace. She absently felt hers when she noticed this, not entirely sure why. His eyes were closed, his mouth open while his chest rose and fell in gentle, steady rhythm. He was alive, her mind repeated. That was what she could take in now but… what about the rest?

"How is he, doctor?" It was Rarity who asked this, but Twilight didn't even look up.

"That's rather difficult to say," he said, walking over to Dusk. "Physically, apart from some minor and moderate lacerations and bruises, Dusk is fine. Mentally, however, we can't really say. He has entered a comatose state, with little to no acknowledgement of the world around him. He's alive, yes, but unresponsive."

There was a moment of silence to let that sink in. "How long will he be like this?" asked Ray.

"Again, we can't say with certainty," replied the doctor. "Coma patients can take as little as several days to recover, some as long as several years. Like I said, there doesn't appear to be any physical reason why he would be in this state, it might be something in his head, something mental, that he's like this. Whatever Doom did to him, I think he's just lucky to be alive."

Twilight turned around now, offering a confused look to the group, but didn't say anything.

"Strange… it's almost as if his mind as shut down completely…" The doctor seemed to ponder before he continued on. "Now, I want to elaborate something. As far as we know, Dusk will be fine, but we don't know how long it will be until he wakes up. I know it sounds difficult but… you may have to become accustomed to this. He will still need your help, so it's important that you're here to help him along, until he wakes up."

"And when he does… will he be okay?" asked Fluttershy, her voice lower than a whisper.

The doctor sighed. "We're not entirely sure of that either. There is the possibility that he'll be fine, but… he also may not be the same if he does come out of it. I'm sorry, but we're just not sure."

"Then be sure!" Twilight snapped. "I'm sorry, doctor, I just…"

"I understand, this must be difficult for you." He smiled sympathetically. "I'll give you some time with him."

The doctor left them in the room, so that only the beeping of the heart-beat monitor and the breathing of his respirator. Artificial and natural, working to keep him alive. Like the two different aspects clashing against each other like this, Twilight just didn't know how to feel. All she could do was gaze at him, everything else melting away.

"Well… like I said, he's alive. That's good… right?" Nopony said anything in direct response to this.

"We uh… we told 'em that Doom kidnapped an'… well, ya know." The end of Applejack's sentence was implicitly clear to those listening. "Nopony knows, 'cept fer us a-course. We figured it'd be best."

"Yes… right…" Even to her, Twilight's voice felt distant and detached. Not even looking up.

"Twilight, I cannot imagine how you must be feeling right now, but you mustn't blame yourself for this," urged Rarity. "You did everything you could for him, you couldn't have known this would happen."

"You saved him, Twilight." Pinkie's voice was strangely sombre, yet still optimistic. "Look at him now. He looks so peaceful. If wasn't for… all this, he could be sleeping. I think it might be the best he's slept for a while now…"

Looking at him, the unicorn had to agree. His expression appeared to be one of peace and comfort, that this was just the long sleep before his awakening. Strange how, even when things looked their bleakest, Pinkie could still bring a small ray of hope. Not much, but she'd take it… she was going to need it.

"Come on, everypony. I think these two deserve some time alone." Twilight felt a surge of gratitude towards Spike, who smiled in understanding to her and gently guided the others away.

Fluttershy was last to go. She remained a few moments, hugging him as best she could on the bed.

"Be okay, big brother… come back to us…"

Tears glistening down her face, she followed them out, closing the door behind them. So now, it was just the two of them, though not in the way she would have liked.

Twilight didn't know many things about this. She didn't know if he was going to ever wake up, if he would even be the same when he awoke, if he would be in the same mental state, if his mind had been damaged beyond repair. The things she did know didn't give her much comfort and she cursed them quietly. But seeing him here, now, still breathing, his heart still beating, in the wake of her friend's words gave her one, vital thing, while he had given her another.

Hope… and faith. And she wasn't going to let them go. She remembered reading about how coma patients were meant to be aware of the world around them… she might as well try.

"Hey… it's me. It's Twilight. I've… come to see you. I should have brought grapes, sorry." No change. He would have laughed at that. "I hope that… you're comfortable. I wouldn't want you to have any trouble… sleeping. The staff… might see an example of my temper." Her feeble attempts at humour weren't making her feel any better. Her cheeks were already feeling wet from tears she never knew she was crying. "Oh Dusk… I'm so sorry… for everything. It shouldn't… shouldn't be like this. This is wrong… this is all wrong… it's all my fault, I'm so sorry…"

She leaned in closer, placing her hooves on his, gazing imploringly at him, like she could will him to wake up.

"I should have been there for you, I should have done something. I know it isn't much, but I'll make it up to you, right now. From now on, until you wake up, I'm never, ever going to leave your side. I promise." She pressed her hoof against his cheek, kissing his forehead. "I love you… I'm sorry I never told you that before… I love you…"

* * *

A day passed since then. A day since seeing two of her best friends, two ponies she viewed as pillars of strength in her life, always there to comfort and encourage her, in situations where it may seem like they would never recover. One angry and embittered, the other in an eternal, endless sleep, kept alive by machines and tubes. Fluttershy just didn't know which was worse.

She sat in her cottage, barely able to move from her couch, the floor around her soaked and flooded with her tears. She'd buckled and braced under the terrors of Doom and his monsters, had tried to be brave in the hope that once he was gone, everything would be back to the way it was, that it would all be okay. Instead, all this had happened and she just couldn't take it.

She hadn't seen any of the others since yesterday. She'd just returned to her home, didn't come out for anypony or anything, trying to comprehend why everything looked like it was falling apart, if there was any hope it would ever go back to normal. Ray and Rainbow fighting like that, Dusk hooked up to those machines and barely moving… it had all been too much. She couldn't be brave and that just made her feel worse.

Poor Dusk… having to endure the evil of Blackhole Doom for so long, alone, telling none of them about it for fear of how they might react. And what if he wasn't really gone? What if he ended up coming back, meaner and stronger than ever? Dusk would have to go through all that again, all that pain and suffering, caused by Doom and acted with his own hooves. No wonder there had been times he'd looked so sad when he looked at her or any of them.

She'd want to go to him, to tell him that she understood how that felt too. But what if she went and he woke up and it wasn't his warm emerald green eyes she saw, but those cold, callous jade ones staring back at her? The very thought just made her want to scream in fright and she did, annoying Angel, who was cleaning up her tears.

What kind of little sister was she, that she was too weak to even go to the one she considered her brother? How pathetic was she…

There was a knock at her door. She would have went to answer it, but decided not to. Nopony would want to see her like this. If she just stayed quiet, perhaps they'd go away. A part of her didn't want them to but… she just didn't know anymore…

That changed a little when she heard the voice. "Fluttershy? It's Ray. Are… you okay in there?"

"R-Ray?" Her voice must sound even weaker than usual. "I… I… it's o-open… i-i-if you want to come in…"

"Okay… I'm coming in." Slowly, he opened the door and stepped inside, his eyes settling on her on the couch. "Fluttershy? Are you okay?"

The sight of him triggered something in her, a need for some kind of comfort that she wasn't sure actually existed or not. Seeing him now, this last vestige of hope arrived at her door, brought it to life. Forgetting her inhibitions and her reservations, overcome only with that need, there was only one thing that drove her in her mind. Still sobbing, overwhelmed with both sadness and relief, she hurried over and captured him in a hug.

She felt some embarrassment when his body tensed from her contact. She felt a heat rise to her cheeks from it, but her mortification ended when he seemed to relax into it, returning the hug with care and tenderness. His fur felt warm, soft against hers and she already began to feel better. She didn't really know what it was, just that this felt somehow…

Right. She blushed even more from the thought.

"Having a rough time, huh?" he asked lightly. She sniffed and nodded. "Well, that's what I'm here for."

She looked up at him, that carefree smile set on his face. "You… you mean… you…?"

"Use your words, Flutters," he joked. She tingled a little from that recent nickname. "Yeah, I was worried about you so… I thought I might come and check on you."

"You… did?" His concern for her only increased that feeling. "I mean… if it's not too much trouble."

"Not even a little bit, you look like you need it anyway." He pulled out of the hug, his own cheeks quite red. "You wanna have a sit down then?"

Nodding silently again, they sat down on the couch together, mere feet away from one another. Another thought that made the heat rise in her face.

"Good thing I did show up then." A more serious note was in his voice. "This all must be hard for you."

"Yeah…" She wiped away some of her tears and tried looking him in the eye. "I mean… poor Rainbow… I hope she's okay…"

"Figured you'd be worried about that." There was detectable edge in his voice at the mention of her. "She'll be fine. She's already awake and recovering."

"I know, but…"

"From what you guys have told me, and from what I've seen, she's been through a million crashes and come out fine," he said confidently. "Okay, this isn't exactly a crash, but she's a tough cookie. She'll make it through this, even if the boredom does drive her nuts."

She smiled a little from that. "I… I suppose you're right. Just me being silly, I guess…"

"Silly?" He looked incredulous. "I don't see any silly ponies here. Just a gentle, kind Pegasus pony who cares enough about her friends that she's worried about them. That's not silly, that's just you and I like you. The others do too," he added quickly, another slight blush.

"Thanks Ray…" That smile had grown a little now. "I… I like you too…"

"Heh, thanks…" He rubbed the back of his head and coughed loudly. "But I get the feeling that's not all, is it?"

"Yes…" The smile had gone now, that dread growing once more in the pit of her stomach.

Showing his uncanny ability to read ponies, Ray spoke up. "I'm worried about Dusk too. I mean, he's the best pal I've ever had. But I'm sure he'll wake up soon enough, it's only a matter of time."

"It's not just that though…" she whispered. "I'm… I'm scared about… when he does… and if a-a-a-anything else m-m-might… wake up too…"

He comprehended her meaning in seconds. "Oh. You mean him?"

She nodded fearfully. "I mean, I know Twilight did her spell and I know he's meant to be gone, but what if he isn't? What if poor Dusk has to live with him, inside his head, for the rest of his life, with nothing anypony else can do?" Her voice started to break, sobs cutting her off. "I've seen mean, but… he's just evil and… my big brother has to live with him, growling and… and snarling in his head like an angry hydra. Worse… he might come back again and I'd lose him again! I… I don't want to lose him again, I want him back!"

The tears began to fall again and she buried her face in her hooves. How Ray must be feeling right now, having to deal with her like this again. She considered just saying that he could leave if he wanted. He didn't say anything to her, so she was probably making him feel worse now. How much of a burden she must be to him…

She heard the sound of fur brushing on fabric, felt the gentle warmth of a leg being placed around her. It was tentative, unsure at first, but she found herself needing this again and she let him. She let him pull her in closer, wrap his other foreleg around her, in a manner that suggested like he was protecting her from something. She could even feel his hoof gently stroking her mane, silently comforting and calming her.

Once again, this just felt right somehow. Like she could just stay here, in his caring embrace forever. Safe and secure… When he spoke, his voice took on a sympathetic tone that she'd never heard before.

"I don't have any easy answers, Flutters," he said a little sadly. "But what I can tell you is that you shouldn't worry, or you'll just cause yourself even more distress. Like now."

"I know…" Her voice was muffled slightly, buried into his shoulder. She looked up at him. "But I still… I still worry about him. How… how can I not?"

"I understand." He continued to hold her, to stroke her mane. "I know where you're coming from and I understand why."

"W-w-what do you mean?" she stammered.

He sounded a little grim now. "Twilight may have done her spell, the essence of Doom might be gone but, in a way, his dark side will never be really gone. Not completely. It'll always be there underneath the surface of everything else."

"So… so I'm right?" she asked fearfully. "Oh no… no…"

"No, but that's okay," he went on. "All of us have a darker part of ourselves. Some of us can overcome it, others… they let it consume them. But in the end, it doesn't really matter. If you choose to be better than it, to not let it get the better of you, then that's half the battle won and I think Dusk is gonna keep fighting on."

"But… how do you know?"

"From what you've told me, he's had to deal with this thing for six months and in all that time, he never let it get the better of him. He was still able to laugh and be happy, to enjoy himself and spend time with all of you. He didn't let it win, he kept on fighting and I know he's gonna do the same again when he wakes up. I know he will…"

Fluttershy felt a little emboldened by his words. It sounded rather inspiring when he said it like that. Inspiring and… knowing. Like he understood it in a way more than what he was saying. She still had that dread inside her, but he'd lessened it now. Significantly.

"When you put it like that, I guess… it doesn't sound so bad." She smiled up at him admirably. "How do you know all that?"

He chuckled in response. "Let's just say it's some complicated personal beliefs. I'll tell you something else too." He looked directly into her eyes now. "Remember how I said I was gonna do everything in my power to help him? Well, when he wakes up, I'm gonna do just that. No matter how long it takes, I'm gonna help him with his problems, overcome them and beat them. I promise."

There was such confidence, such determination in his voice, that Fluttershy believed him, that dread now practically gone from inside her. She let a smile grow instead, wiping away the remnants of her tears.

"Thank you, Ray." She hugged him a little closer. "I really hope you can."

"And I really know I can." He pulled back, grinning at her. "Now, let's get you up and moving. You stay here on this couch all day, you're gonna get a sore rump."

"Okay then," she giggled. "What do you think we should do? I mean, if you want do something with me…"

He thought for a moment and sprang to his hooves. "I know, let's go see Rainbow Dash! I bet she could use some cheering up and… I kinda need to make some amends there too."

"That sounds like a wonderful idea," she agreed. "Hold on, I'll go get her favourite board game. A little winning would cheer her up."

Her heart now feeling much lighter, she fluttered off upstairs to retrieve it, still feeling that floating feeling in her chest from when Ray had hugged her, replacing her dread completely with a newfound hope. A hope that no matter what might happen, Dusk would be okay. Hopefully.

* * *

Daring Do had just found the Sapphire Statue. She was so close to reaching her goal, Rainbow felt that she was right there with her. Together, they could just reach out and take it and both be the most awesome ponies who'd ever lived. She was going to read on, to see what deadly traps might be guarding this treasure, if she'd make it out.

Until she heard a knock and the door opening. Panicking, not wanting any of the others to know she'd become an egghead, she stuffed the book under the covers and tried to look casual as two visitors walked in.

"Hi Rainbow Dash!" chorused Ray and Fluttershy. Then they blushed when they realised they'd said it together.

"Uh, hey, guys..." she returned, keeping up her pretence.

"We thought we'd come and cheer you up!" said Fluttershy brightly.

"So, we brought me!" grinned Ray. "Oh yeah and also this board game, apparently it's your favourite, but I know which you'd prefer."

"Heh, yeah, right," she chuckled nervously, still remembering yesterday.

He seemed to as well, for he suddenly looked contrite. "Look, I'm sorry about all those things I said to you yesterday. I can understand why you'd feel that way but hey, we're all friends here, right? Not much point in us all fighting each other."

Of course, that. She still felt bitter about Dusk and… what had happened. In her boredom and anger, after the others had left, she even had a nurse take her to his room in a wheelchair. Twilight had been there and she'd asked for a few minutes with him, to which she'd reluctantly agreed. From there, she'd… vented out her feelings. Nothing physical but… she did it.

It had barely made her feel much better, for she was still bored out of her mind and angry at him. But now, she'd started reading her book and from what she'd done… she felt even less proud than she did at first. That made her next words a little easier to say, while still feeling a twinge of something unpleasant in her gut that had nothing to do with the hospital's food.

"Oh, that?" She made a dismissive noise. "I'd already forgotten about that. Don't sweat it man, it's cool."

"Really? Just like that?" He looked confused for a minute, but his grin soon returned. "Well, okay then, great! So, how about we play this board game then?"

"You go first, Rainbow Dash!" invited Fluttershy.

"No, no, you first," she insisted. She needed to get rid of these guys and quickly. Luckily, she had an idea to do it.

The two exchanged a look, but conceded. "Alright, uh... bishop to E5?"

"No, Ray, not that board game," whispered Fluttershy.

"Oh um… does your person have a moustache?"

"Not that one either."

There was a slight smirk on his face while Fluttershy giggled. "Well… can I set up the cage yet? How do I connect four? Can I go up a ladder? Where's the dice?"

"Ray, please, I explained this to you," Fluttershy said in-between giggling.

"I know, I'm just messing with you," he winked.

"Well, come on!" Rainbow urged impatiently. "It's your go!"

"Okay, okay, I'll go." He examined the board. "Cloud three?"

"Aw, shucks, you... rained on my cumulus, heh," she despaired. "Go again!"

"Um... sky five?" offered Fluttershy.

"Whoaa, you found my seagull." She held up the plastic bird and threw it away.

She kept this up, giving them their victories until all of her pieces were gone. Fluttershy looked confused, but Ray was studying her quite intently by the end of it. She remembered how easily he could read ponies and hoped she wasn't being too obvious. Finally, all of them were gone and now she had an excuse to get rid of them.

They could tell something was up. They told her she didn't even get a turn, that she'd never lost a game, that she had been desperate for things to do. She thought they were on to her there and feigned that it was time for her nap, lying on the bed and pretending to snore. Out of the corner of her eye, she saw Ray give her a weird look and give one to Fluttershy too, who returned it.

"Glad we could... cheer you up?" Fluttershy said unsurely, leaving with Ray, who was still looking at her like that.

She watched, waited until they were gone, checked to see their shadows under the door, whipped it out and continued on, her eyes travelling over the page once more.

"_Daring Do stood at the entrance to the central temple chamber_," she read aloud in her excitement. "_At last, she was face-to-face with the legendary sapphire statue!_"

"Sounds exciting." She jumped at Ray's voice, who was standing next to her bedside with a grin. "Are you sure you're wings aren't fixed yet? You must have jumped about a foot."

"W-what?!" He'd caught her! Him, of all ponies! "How… how did you… how long…?"

"I teleported back in when I thought something was up, told Fluttershy to wait while I check something," he shrugged. "I thought something was up, looks like I was right."

"I… I was just… you… you…!"

"So, you're one of us eggheads now, eh?" he commented. "You wanna receive your special gift package and badge?"

She finally found her voice. "If… if you tell anypony about this, I'll… I'll…"

"Stammer at me?" He laughed and grinned all the more. "Relax, I won't say a word. Wouldn't wanna ruin your street cred. Or air cred, rather."

She felt some small relief at his words. "You… you won't tell?"

"I dunno, I might…" He laughed at her horror-struck face. "Nah, just kidding. Your secret's safe with me. Think of it as me making up for yesterday."

"Right… good…" Rainbow sighed with relief and nodded. "Thanks, man."

"No probs," he replied. "Right, better get back before Fluttershy wanders in here and sees this too." He paused at the door and looked back. "I hear Dusk likes those books too. Just saying."

Rainbow didn't feel much at the mention of Dusk's name now, but again felt that uncomfortable twinge in her chest as Ray left. Not like when this place had felt like a prison.

Yeah, the hospital perhaps wasn't as bad as she thought if she had Daring Do's adventures to keep her enthralled… even though there was that growing guilt festering in her chest now, which somehow even immersing herself in the story couldn't get rid of it completely.

Still, it wasn't like Dusk actually heard her… right?

* * *

Her rear hooves slammed into the tree with more force than was necessary. The apples she carried in the baskets were just a little more than she could handle. The way she dumped them at the barn to be stored was done with little care, just speed in order to get back and do more. Work, just work because that was all she could do.

Years of applebucking, years of working on this farm every day of her life. Her strength was something she was proud of. She could buck all the apples off any tree in a single kick. She could run for miles without ever feeling tired. She would do what it took to help out anypony, for whatever reason. She wasn't called the most loyal and dependable of ponies for nothing.

Applejack could help with anything… except where it had counted most, for two of her friends.

Angry, frustrated with herself to such a degree, she had thrown herself at her work now because, quite frankly, that was all she could now. It was all she was good for. Just kicking down apples, bringing in apples, selling apples, helping her family and even that had caused doubt in her mind now. She still remembered Big Mac, how she'd tried to help him and couldn't even stop him by herself.

Speaking of Big Mac… she had just slammed her hooves into another tree, causing it to wobble slightly, when she heard his voice.

"Now, what did that tree ever do ta you ta deserve such a punishment?" he asked, approaching from the orchard he was meant to be harvesting.

"A full sentence, Big Mac?" she joked, hoping to distract from the issue. "This mus' be serious."

"Ai-yup," he affirmed typically. "Ah was willin' ta overlook it at first, but now ah think that it's high time that you an' ah talked."

"Dunno what yer talkin' about, Big Mac," she attempted to deflect and kicking the tree again. "T'aint nothin' we need ta talk about at all."

"Then why are ya kickin' that tree ya bucked only two seconds ago?" She looked to see that she hadn't noticed all the apples had already fallen. "Ya never make a mistake like that when yer thinkin' straight, so ah'd say that it's time we talked."

"Now, hold on there," she said quickly. "Like ah said, there ain't nothin' ta discuss fer no reason whatever."

"Ah ain't the only one who thinks so, ya know. The rest-a the family does too," he pressed on. "Since yesterday an' the day before, ya barely say a word at meal times, ya snap more'n Winona when it's bath night and you've been workin' at more'n jus' yer normal chores. Even Ray agrees with us."

"Oh, he put ya up to this, did he?"

"Ai-yup, said so jus' yesterday after ya near knocked him out when ya kicked at him instead-a that tree while he was walkin' past." He smiled a little. "He don't blame you, but he agrees with the family in that somepony needs ta talk to ya."

Applejack had hoped to deal with this in her own way, but part of being in a family meant that it was very hard to keep secrets from one another. While he didn't say much and preferred to focus on work, Big Mac could be surprisingly insightful when he wanted to be. That was probably why he had most likely put himself forward for this, with some prompting from the others no doubt.

Only a few knew the truth about Dusk and Doom. Her family was among them, for the most part accepting with understanding, Big Mac probably the most. He could also be just as stubborn as she was, so there was no chance of her being able to talk him out of this. Unless she decided to resort to force, but she didn't want it to come to that. Not again… Besides, he'd probably beat her anyway.

"Ah guess there ain't nothin' ta be hidden from you, huh?" she asked.

"Ah learned a long time ago that when ya talk less, ya listen more. That way, ya got more ta say when ya do talk." There was that insight she'd thought about. "Now come on, what's eatin' away ta yer apple core?"

She sighed and leaned against a nearby tree. "Ah guess… it's jus' after all that's happened, ah'm… a lil' shaken."

"Ah noticed that." He joined her at the tree. "Ah already forgave ya fer havin' ta kick me. Ya did what ya had ta do and ah don't hold ya fer anythin'."

"No, it ain't that. Least, not entirely." She thought before her next words. "Ah didn't try hard enough, Big Mac…"

"At what?"

"At everythin'," she murmured. "Everythin' that happened that day, ah know that there was more that ah coulda done."

"AJ, ah'm sure that you did everythin' ya-"

"No, ah didn't!" she snapped. "Ah coulda done more, ah shoulda done more, but ah didn't! Ah coulda stopped Doom from breakin' ma friends wings, but ah didn't. Ah coulda noticed before with Dusk when ah thought that somethin' was wrong, but ah didn't. Ah coulda done anythin' ta stop all-a that from ever happenin', but ah didn't do a derned thing!" She was standing now out of anger. "An' that ain't even the worst part!"

"What is then?" he asked patiently.

"When ah think 'bout what Twah'light had ta do, ta save him. She knew what might happen if she used that spell, but she did it anyways an' now… now Dusk might never wake up." She was silent for a moment. "An' ah think ta maself, try ta put maself in that same situation, if ah coulda done it. If ah had that power, if ah coulda done what she did an'… ah jus' can't answer that. Ah'm not even sure if ah want ta."

Big Mac was looking steadily at her. "Yer askin' too much-a yerself, Applejack."

Could ah have done more though? 'Cause if ah could barely raise a hoof ta stop you from tearin' me ta shreds… how could ah have done that ta one-a ma closest friends, knowin' what it might do ta him if ah did?"

She'd said it all now. Everything she'd kept bottled up inside herself, to try to deal with on her own had just been said. This was one of those rare times when she felt vulnerable, knowing that Big Mac's next words might either console her or confirm her fears. When all was said and done, it was always words that won the day.

Big Mac just shook his head. "Now, that is somethin' that ah know ain't true. Ya never were the best at lyin', Applejack."

"This ain't funny, Big Mac!" she shot.

"Ah didn't say that it was. Ah jus' said that it weren't true." That smile returned. "Ah remember, ya know? You, tryin' ta talk ta me when ah was actin' crazy."

"You… you do?"

"Sure do. Right when ah was losin' maself, ah remember you, jus' talkin' ta me like at the end-a the tunnel. Ah tried ta reach it but… well, ya know what happened," he shrugged. "That don't sound like a pony that didn't do all she could ta me."

"Easy fer you ta say," she muttered.

"It easy fer me ta say, 'cause that is the truth," he said firmly. "You had every chance ta step down, ta jus' walk away and not be a part-a it but ya didn't. You stood by yer friends, yo fought with 'em an' you'd have ta dress me up in another-a Granny's girdles 'fore you could even try ta get me ta say that ya didn't try yer derned hardest at it."

"An' what about Dusk?"

"What does it matter 'bout him? Like ya said, Twilight's done her spell and that's done it's work. Ain't no point in wonderin' about what mighta been or what you mighta done. It's done now an' we gotta jus' move on with it. He might not be awake, but Dusk is safe. Ain't that enough?"

Applejack let his words sink in, knowing that he was right and beginning to mentally chastise herself for thinking like this. Yes, Dusk was safe and that should have been enough, but it wasn't. Instead, she'd just tortured herself thinking about what she might have done, what she could have done better. Dusk was safe, her family was safe, so were her friends and her home. How had she thought she'd come off bad?"

"'Sides," he went on, "ah get the feelin' that ya woulda done the same thing. 'Cause even knowin' what woulda happened, ya woulda saved yer friend. That's somethin' ah know that you'd do in a second."

"True enough." She hugged her brother, already feeling better. "Thanks, Big Mac. Sorry 'bout losin' it there fer a bit."

"We all do at times, AJ," he replied. "What matters is that ya always find it again."

"Ex-actly," she nodded. "Ya know, you can be quite the speaker when ya want ta be."

"Ai-yup."

"Hey Applejack! Hey Big Mac!" a bright voice greeted nearby.

"Howdy, Pinkie Pie," she greeted, her brother nodding. "What brings ya here?"

"My hooves, silly!" she giggled. "Anyway, I was just gonna go visit Rainbow and Dusk at the hospital when I thought that you might like to come along too. Having one friend come to see you is nice, but having two friends come to see you is even better, 'cause that's one more friend visiting."

Before this talk, she might have turned that down, for seeing them would be another reminder of her apparent failure. Now though, she knew she could be there for her friends, as she should have been from the start.

"Well, ah agree with ya there." She looked at Big Mac. "Ya don't mind doin' ma bit, do ya?"

"Nope. Me an' Ray'll handle it jus' fine," he assured. "You go on now."

She tipped her hat in thanks and joined the pink party pony in walking down the road.

Not for the first time, Applejack was glad that she had a family as caring as she did and vowed never to forget how important they were again. It might slip occasionally, but they were a family. They'd work things out. Honorary and proper.

* * *

The library had been too quiet. Quieter than it should have been. At first, Spike thought he would have enjoyed it. No work to do, he could sleep in more, eat whatever he wanted, have a free reign of the place. For the first half an hour of the first day, he had done that. But now that Twilight hadn't come back last night or the night before and with Dusk gone… it just felt so empty. Even Owlowiscious didn't stick around much. Probably off seeing Ophelia.

Nothing had been able to get rid of this. Not napping, not doing little jobs, not even singing in the shower like he usually did. So, because of the silence hanging over him like a knife dangling over his head, Spike left the library today. For that and another, deeper reason that had taken him to the Carousel Boutique. The journey had been a lot harder than usual though, for what he felt he needed to do.

Rarity hadn't greeted him with that smile that lit up her whole face. In fact, she'd barely said two words after he said he needed to talk to her, inviting him in awkwardly. She'd led him into the kitchen, hardly looking at him while she prepared some tea. He waited at the table by the window, fiddling nervously with his claws, feeling the tension rising every second.

He knew what he was meant to say. He'd had to days to himself to think about what had happened, come to terms with it and figure out what the best thing to do was. He thought he'd be able to do it after thinking about it so long. But thinking and doing were two different things.

They sat there, in silence. He stared at his tea, stirring it absently, trying to figure out how to start this. He'd glance up to see Rarity's eyes immediately dart to the window, after they'd been looking in his direction. Finally, after what felt like an age, she'd started it.

"Um… Spike?" She still wouldn't really look at him. "Um… is your tea to your liking?"

"Yeah… uh… it's fine," he replied weakly.

"Good, good." She tapped her hoof on the table. "So… what did you wish to discuss with me?"

"Oh, um…" Surprisingly, he found he wasn't really prepared for those words. "It's uh… it's kinda hard to say, really."

"That's fine," she said patiently. "Just… take your time."

"Thanks…" Not much point in putting this off much longer. "It's about what happened… when we were on the roof, when we were trapped and I… then you…"

"Yes, I recall," she said with a slight edge. "Go on."

"Well… I know how things have been… since then. I didn't really know what to think about after we… we kissed. I mean, I thought it was like a dream come true. I thought that you actually…" He couldn't finish that sentence, because even now, the truth hurt. "Well, anyway, it was just something we… did, wasn't it?"

"Yes, of course," she said quickly. "We didn't know if we were going to make it out, we just… acted."

"Yeah, that's what I thought…" He felt another blow to his heart from that. "Since then, I know how weird this must have been for you. I mean, I'm just a baby dragon with a crush, right? What's so special about that? Even worse, I might have ruined our friendship by expecting more from you..."

He remembered the night after all this was meant to be over, after he had taken Rarity home. After everything, he'd taken some happiness from the fact the most perfect creature on this world wanted to be with him. He didn't notice her silence, he'd just enjoyed the moment, as she must be doing. That was until he'd arrived at her door and he'd leaned up to kiss her.

That gentle push she gave to divert him away had felt like she'd hit him, the closing of her door like an echoing slam of a dungeon door, locking him out forever. He didn't even remember when he'd left her door after standing there for Celestia knew how long, walking home and crying himself to sleep in his basket.

This feeling, this ache in his heart, was worse than anything he'd ever felt. Made only worse by her acting so distant from him, barely talking or looking at him. If he couldn't follow his heart with her, he could at least fix his stupid mistake.

"I understand now, Rarity," he went on. "You don't feel the same way and… I accept that. I'm sorry for what happened between us, for getting it wrong and… I hope we can still be friends. I don't wanna lose you, not completely."

The silence that followed was just as unbearable as it had been before, waiting for Rarity's response and hoping beyond hope that she would accept his apology. She appeared surprised by his response, troubled even, for a moment.

Then, a small smile came to her face. "Spike I… I'm quite surprised at how mature you're being about all of this."

"I figured there wasn't much point crying about it… after a while," he muttered. "I thought you'd appreciate that, at least."

"And I do." Though he still felt the ache, he felt also relief from how she was taking this. "I accept your apology, Spike."

"Thanks," he said, not really feeling much gratitude.

"It is the least I can do, after all." Her voice broke a little at the end of that sentence. "Excuse me, just a little… well, it's nothing."

Suddenly, he noticed that smile seemed a little forced. "Are you okay, Rarity?"

"Just fine, thank you," she said unconvincingly, something else creeping into her voice now. "Nothing wrong at all, I'm just… glad that we… that we…"

Suddenly, the smile was gone, her attempts at a façade ripped away. Instead, she lowered her head, looked away and began to sob quietly, tears falling like pearls down her cheeks. She appeared to try and stop it, but this only seemed to make it worse.

"Rarity?" He got up from his end to approach her. "What is it?"

"Nothing, nothing. I have… there's… oh, I can't do it, I just can't do it!" she wailed, not even trying to conceal it anymore.

"You can't do what?"

"I just can't… can't fight it anymore," she sobbed. "I've tried, but I simply can't! No matter how many times I've tried to reason with myself, it just keeps coming back to this!"

"Coming back to what?" asked Spike, concerned while she spoke more to herself than to him.

"You, Spike." She stretched out, her hoof touching his cheek. "All of it, it just keeps coming back to you. You absolute dear of a dragon!"

He still blushed from that, but he had to help her. "Okay, just calm down." He looked her in the eyes, trying to avoid being entranced. "Explain what you mean to me."

She needed a few minutes to reduce her sobs before continuing. "I am… no stranger to love, Spike. I have seen my fair share of stallions. Some worse than others," she said with a growl. "They've all been different in their own way, but they all wanted the same thing. None of them ever truly cared for me and… I learned that the hard way. I never really found one I could ever call my Prince Charming… until now."

Spike blinked, his eyes widening, sure he had misheard her. Had he had any, he would have cleaned out his ear wax and have her say that again.

"All of this time, I've been battling with myself, trying to determine what exactly it is I feel for you. At first, I found it rather adorable how you treated me. I rather liked it. It made me feel special. But then, after a while especially after that whole greed incident, I realised… I really do enjoy your company." There was something shining in her eyes now. "You cared for me in a way that no other stallion has, willing to come to my aid if I were ever in danger, to be there for me whenever I needed you. At first, I tried fighting it, but I simply couldn't any longer. Not anymore."

The dragon hardly dared to believe what he was hearing. "Hold on… are you saying that… that you…?"

"Yes, Spike," she nodded, pulling him in closer. "I know it sounds insane, but I want to be more than just your friend. It might be too early to say anything else, but I truly want to be more. I'm just sorry that it took me so long to realise it. Oh, how you must despise me for putting you through all of this!"

She looked away again, bowing her head shamefully to the floor whilst Spike stared on, still attempting to comprehend what he had just heard.

She liked him. She like liked him. Rarity, the most beautiful, graceful, well-dressed, sophisticated, well-spoken, talented pony in all of Equestria actually liked him! Spike couldn't recall he'd felt so happy as he did now and he just wanted to shout it out to everypony who might listen. Yet… there was still something bothering about this.

"Wow… this is all like a dream come true for me, but…" He walked up, placing an arm around her, feeling her soft, velvet-like fur. "Rarity… I gotta ask… why didn't you say something before? What was it that stopped you?"

"Stupid, selfish reasons mainly," she admitted. "What would everypony think? How would this affect my career? How would they see a pony and a dragon romantically involved in one another, one who wasn't even an adult yet? We're not even the same species!"

"Yeah, figured you might say something like that."

"But then I had some time to think over the past few days, started to see past all that. I remember all the time we've spent together, how kind you've been to me and I don't want that to end. I mean, you gave me that fire ruby that must have taken you years to grow, your own birthday present!" She looked back up. "You've given me so much, Spike, yet I have given you so little in return. Let me give you this…"

Spike knew he must have been crazy to do this after seeing her lips moving slowly to kiss his, but he raised his claw and stopped her.

"Rarity, wait…" He sighed deeply but pressed on. "I want this too, ever since I first met you but… I won't do it if you don't feel right doing it."

"Spike, nothing has felt more right to me than this."

"But like you said, I'm still just a baby dragon," he reminded. "I don't want ponies to think badly of you because of that."

Rarity looked like she was going to protest, but she conceded. "You're such a little gentledrake, Spike. I suppose you're right… if only there were a way."

"Yeah…" In his depression at this lost chance, an idea occurred to him. "Hey, I got it! How about we meet in the middle somewhere?"

"How do you mean?" she asked.

"Well, you know dragons age at a different rate than ponies, right? Well, I'll probably be growing up a lot more over the next few years, so it won't be long until I'm considered a teenager by dragon standards. So, we can wait until then, get closer if you're still interested and until then… maybe just do, you know little things. A few kisses on the lips, some hugging, stuff like that, but nothing too big or weird. Sound good?"

The unicorn considered for a moment, her face brightening after only a few moments.

"Hm… you drive a hard bargain, Spike, but I agree," she said playfully. "I shall be content to wait until a time when you mature more. I am still in the prime of my youth, so I can gurantee that you'll still have this me when that time comes."

"Great…" He stared at her dumbstruck before shaking out of it. "But, that wouldn't matter to me. I'd still go with you, even if you were a hundred years old."

"Aw, that's so sweet of you, Spikey-wikey. You know, Dusk always said that I would find somepony special." She giggled and rubbed his cheek. "I don't think he meant that somepony would be a somedragon."

"I dunno…" He remembered times when Dusk had encouraged him subtly towards her. "I think he might have."

"Well, if he did, that's another thing I owe to him." She gazed sensually at him. "You library assistants are a very noble bunch."

"Comes with the job and nobility is my middle name, milady," he said with a bow.

"Don't I know it?" She leaned in closer. "Perhaps I could convince her to let me have you on full time, once Dusk has awoken."

"Yeah… I'd be okay with that…"

"So would I…"

He didn't feel any reservations now, he just let his lips be guided closer to hers, with every passing second until-

"Hey Rarity! Hey Spike!" They jumped apart as Pinkie and Applejack stood in the doorway. "You're looking rather awkward today."

"Did we interrupt anythin'?" asked the farm pony, with a knowing look.

"Nothing that can't wait." Rarity exchanged a look with him and he blushed. "What brings you two to my abode today?"

"We're just off ta see Rainbow an' Dusk. Wanna tag along? If ya don't need a few minutes, that is," she added.

"That sounds like a splendid idea." She ignored her comment and turned to Spike. "Shall we, my little gentledrake?"

"We shall, milady." He bowed again and followed her out, grinning when she allowed him to walk close by her side.

Now in a much better mood than before, Spike accompanied them to the hospital. They went to see Rainbow Dash first though after a display of eating that even made him cringe, the food made him feel a little sick in the throat too, they left her in only a few seconds, telling her they'd come and see her tomorrow.

Dusk was still there in Intensive Care when they got there. Twilight was there too, reading aloud to him from a Daring Do book. Her mane showed definite signs of unkemptness, parts of her fur stuck out in places and there were rings beginning to form under her eyes. She really had been here since they'd left her two days ago… she really meant it.

"How is he?" Rarity asked, standing next to her.

"No change," she sighed. "But I'm going to keep at it until he wakes up, just like I promised so don't try and say anything."

"I wasn't going too." She smiled warmly at her. "I'm sure he's very grateful to you."

"Is he enjoyin' that?" asked Applejack, gesturing to the book.

"I hope he is." She looked at the cover. "Daring Do gets a love interest in this one. I always thought it was rather tacked on but… I can sort of appreciate it now."

"How are you though, Twilight?" asked Spike.

"I'm fine, Spike…" She yawned loudly, her eyelids drooping slightly. "I'm a… a little tired, but it's fine. Don't worry about me."

"If you say so then." He looked over to his fellow assistant. "Hey bro. It's me, Spike. I came here to see you. Good to see you're still in the game. You keep at it, I'm here for you. We all are." He pressed his fist to his hoof, feeling the beginnings of tears again.

"I'm sure he needed that, Spike," Twilight said sincerely. "Thanks for coming by."

"Hey, what kinda kid wouldn't come to visit his parents, right?" he joked.

Instead of denying that, she smiled noticeably and put the book down to hug him. He took some pride of being able to help her out, even now. Still number one dragon assistant.

"I hope this helps too." Pinkie pulled out a cupcake, placing it beside another on the table.

"Another one, Pinkie?"

"Of course. He'll be hungry when he wakes up and I'm sure that a cupcake will be just what he needs to help him feel better. It's his favourite kind."

"I'm… sure it'll help. Thank you."

"No problem."

Looking at Dusk, Spike felt a warmer presence on his side and looked to see Rarity had joined him. She gave him her most beautiful smile, fluttered those spell-binding eyes of hers and nuzzled his cheek gently.

If this was what he was getting now… he was okay waiting a few more years. If only Dusk could see them…

* * *

The hospital was quiet at night. Apart from patients stirring softly in their beds or hospital staff working the late night shift, not a soul moved. Darkness brought silence, the night brought peace, a peace that was truly deserved following the events that had happened only days ago. A peace that its bringer was only too happy to bring to her subjects.

She passed through the hospital as a shadow, something that the attendants only saw out of the corner of their eye and dismissed just as quickly. The patients slept soundly on as she passed, only mildly aware of her presence there. She'd caught sight of Rainbow Dash in her room, staying up and reading late, but didn't pay it much mind. Though she did regret what had happened to her, she wasn't here for the Element of Loyalty.

She would have come here sooner, but she'd had a lot of nightmares to deal with in Ponyville in the wake of Doom's departure. They might not remember what had happened entirely, but they still retained enough that she had to be there to comfort them. Tonight though, she was determined to see him. She knew he was safe, but she wanted to see for herself.

At last, she found him, in the state of comatose she had suspected. He wasn't alone either, the prone form of Twilight Sparkle asleep across him on an open book. A small smile came to Luna's lips at this sight, stepping into the light to look at him properly.

That smile only grew wider when she realised something. After all of this time, he was free of the one who had tormented him. There would still be the memories, but the essence, the potential to corrupt him again, was gone for good. Dusk's mind was truly his own. If only there was more she could do for him.

She couldn't enter his dreams with his mind like this. It was like entering a dark, tangled forest with only the tiniest glimmers of light to guide her. She might become just as lost as he was now. All she could do was hope he would find his way back.

But perhaps there might be something she could do. A spell that would help his recovery, as she had done before. Stepping softly across the floor, she lowered her horn and pressed it to his, planting the spell in his mind. This was what she could give him to guide him back… and a song to sooth him to his sleep, as well as the one he loved.

_May all your dreams be sweet tonight  
Safe upon your bed of moonlight  
And know not of sadness, pain, or care  
And when I dream, I'll fly away and meet you there  
Sleep..._

Placing Twilight in a more comfortable position, she smiled down at him again and departed into the night, becoming formless shadow once more.

* * *

So, that's the aftermath of that. Continued next time.


	30. Being Emo Isn't Cool

**Being Emo Isn't Cool**

As vigil as the sun she raised, Celestia stood at her balcony on the highest tower of Canterlot, her gaze over the small gathering of buildings and homes just a stone's throw away from the royal city. Her radiant mane flowed behind her, billowing slightly in the breeze that crept across her white fur, her golden crown glinting dully in the rays of her now setting sun. A growing darkness in time for her sister to take her place for the night.

She stood wondering, almost immobile. She had gotten the message from Spike a few days ago, reporting what had happened in the aftermath of Doom's attack. Particularly on the condition of Dusk and the state that her student was in as a result. That only added to the emotions that were plaguing her at this time.

She closed her eyes, feeling the lingering warmth of her sun. Beyond raising it during the day, she knew her duties extended far beyond just bringing day to her kingdom. She had the responsibility to protect her subjects, to see that no harm came to them, a responsibility she had carried for over one thousand years, with each passing generation. She liked to think that she did a good job at this, acting when it was necessary and for the good of everypony.

Yet there were times when she doubted that. This was one of them.

"A breath-taking sight." She only glanced to see that her sister had joined her, watching while she lowered the sun. "For a time that may be viewed as saddening for most, you truly do know how to make it as beautiful as you do, Tia."

"Thank you, Lu-Lu," she replied. "Although, you always manage to create a work of art every night."

"That does not make your sun any less spectacular." She smiled up at her. "A sunset and sunrise are quite romantic times for most ponies, for which I am sure they're thankful for."

"Not as much as a starlit sky bathed in moonlight might be," she returned. "And I've never known ponies to wish upon a sun."

"Nor have I heard of ponies partaking in moonbathing," countered Luna.

"A fair point," said Celestia with a small laugh. "I envied you a little, you know, how remarkable you always managed to make your nights when we were younger."

"In that respect, that is something we are similar in," remarked her younger sibling, with a slight hint of former bitterness.

"I always wondered what it would be like to create your nights myself." She looked at her with admiration. "You made it look so easy."

"As you made being adored seem so desirable." A look of regret shadowed her face. "I suppose we both learned the mistakes of those desires then…"

"Mistakes that will never be repeated," vowed Celestia, not for the first time.

"I know…" A smile returned to her lips. "Thank you for your kind words, my sister."

"And yours too."

This was something Celestia was grateful for ever since her sister had returned. Once they'd gotten over what had happened, they took a sort of unspoken agreement that they should always balance out the praise they gave the other, as a way of showing that there were no hard feelings between them and neither had any desire to repeat what had happened. Celestia usually went out of her way more for obvious reasons, but Luna would now and again come out with something too.

It gave the elder some comfort, because she knew she only ever did it when she knew that she was troubled about something, like now. Even she could be surprised still by how well her sister could read her.

Sure enough, the next question Luna asked was one she expected. "What troubles you, Tia?"

"Just the weight of our duties, dear sister," she answered with a sigh.

"You will have to be a little more specific," she noted with a slight smirk.

She appreciated the attempt at humour. "I just wonder sometimes which has the greater impact on us, our successes… or our failures."

"Tia, what happened was not your fault," said Luna immediately, knowing what she meant. "If anypony should be feeling guilty, it is I for failing to prevent this."

"But we still did nothing," she went on. "We could have done something to help them, but instead we remained here, while they risked their lives. We should have been the ones acting, I know it."

"You know that there was nothing you or I could do, not without endangering the citizens of Ponyville," reminded Luna. "You know what he would have done if we had tried."

"And so we gave up, which is even worse." She lowered her head, closing her eyes again. "This isn't even the first time we have failed our subjects when they needed us."

"That is not important now…"

"Isn't it?" she asked doubtfully, no anger in her voice, just despair. "We failed to do anything to stop Doom, we were imprisoned when we rose against Discord and even I failed to save you when you-"

"That certainly has no bearing now," snapped Luna sternly.

"But it does," she insisted. "It truly does because if I did have sufficient power to save my little sister, what hope, if any, do our subjects have that I would be able to offer them any protection?"

Luna wasn't having any of that though. "You know you did all that you could and in the end, you did what you had to do."

"But it wasn't just you, was it?" Dark memories returned to her now, of a burning castle, dead, soulless eyes. "You know what happened, on the night I banished you and I had to do the same again."

"That was different, you truly had no choice there," insisted Luna. "What you had to do with him was something even I would have done."

"I don't even know if I did, with you or with Brave…" She could feel the beginnings of tears in her eyes. "I sometimes wonder if I am truly fit to rule or-"

"Enough of this!" commanded Luna. "We all have our regrets, Tia, you know for certain that I do. But you told me yourself that there is no point in dwelling on them, for it only makes them worse."

"It doesn't make them any better either…"

"I know what you did to Brave was necessary and I have already forgiven you concerning me." Her voice softened a little now. "You will always do what you can to ensure our realm's protection, as will I."

"Yet we know, don't we? That no matter what our efforts are to safeguard those we rule, death will one day take them. You and I will carry on but they… they will drift away, only as memories in our minds."

The curse of immortality, a fate that the two sisters shared and that Luna understood just as much as anypony else.

"A sobering thought indeed…" she nodded solemnly.

"Why does it have to be so unfair?" she asked, knowing how childish that sounded. If Luna noticed this, she didn't mention it.

"Because we know how to make it better, by remembering those before… and protecting those who exist now. Just as I intend to do," she added in a firm voice.

Ceasing her own brooding, Celestia looked to see the determined expression set in stone on Luna.

"You stand by what you said then, that Dusk's corruption had some sort of cause?" she asked.

"I know it does. I couldn't enter his dreams on the day it happened, barely having access the night before. It might have been inevitable that it would happen, but I am without doubt that something made it happen," she growled. "I don't know what, but I intend to find out."

"And when you do?"

Righteous anger had taken hold now. "Then they shall see what happens when they dare to believe that they can cross one of my subjects, one of my friends, and emerge unscathed."

This was one of those times when Luna surprised her. Even though Celestia was older, more experienced and for the most part more emotionally controlled than her, her younger sister could show that she still had the same resolve and strength she had when she was still a little filly, trying to raise the moon and stars all at once, no matter how much it tired her.

As much as she liked to think that she was her guide, Luna could be a true pillar of strength for Celestia sometimes, bringing her back from her occasional moments of doubt. This was one of those times.

"Well, I would hate to be them when you find them," she remarked.

"As would I," she replied with a devious smile. "I will start as soon as my student awakens. They won't be able to hide for long."

"You think he will then?"

"I know he will," she answered without a moment's hesitation.

Celestia didn't say anything else, but she draped a wing around her sister and smiled gratefully. Others may come and go, times would fade and ponies would end, but she would always have her little sister through it all, giving her strength where it sometimes failed.

Not for the first time, she was glad to have her back.

* * *

"Come on, Twilight, you need a break," Spike repeated next to her.

"No, Spike, I don't," she replied sharply, not taking her eyes off Dusk, nor removing her hoof from his. "I can rest all I want when he wakes up."

"So you're just gonna stay here, every day until that happens, no matter how long that takes?" he asked to confirm.

"If I have to, that's what I'll do," she answered firmly. "He would do the same if it were me."

"I'm not gonna argue that, but I'd be saying the same to him if it were you lying there," he said, pointing at the prone Dusk for emphasis.

"Then I'm sure you'd also get the same response from him too. I promised that I wouldn't leave him and I'm going to stand by that promise," she said with finality.

Spike groaned noticeably and Twilight's only response was to look at him for half a second before returning her attention to Dusk again. She gazed intently at him, privately hoping for a wild moment that she would be able to pierce through his barrier of unconsciousness to get through to the pony she knew and loved underneath. She wanted to chastise herself for thinking up such a ridiculous notion, but part of her didn't see it as very ridiculous at all.

She knew Spike was concerned for her, but she also knew that concern was completely unwarranted. It was true that she'd been here for almost three days straight, barely wavering from her coltfriend's side for even a moment and that perhaps she might be suffering from the effects of sleep deprivation to some degree, but she knew she could handle it. She'd spent longer nights reading up late as a filly, this wasn't so different.

It was also much more fulfilling in a way. Just as reading those books increased her knowledge and thirst for it, so it was the same for watching Dusk and holding on to the hope that he would wake up soon. Occasionally, a doubt would enter her mind as to whether or not he would wake up any time soon, if it all, but she quickly dispelled it. She'd disappointed him too many times before and she wasn't about to do it again.

Some might call this being stubborn. She called it being persistent, like tracing every volume for the fact she needed until she found it. Spike, however, seemed to be proving to be just as stubborn.

"Twilight, it's not just me. The others are getting worried about you too," he put forward. "You've hardly gotten any sleep, you barely eat and you hardly ever leave the room, let alone the hospital."

"I thought we already made it clear why that is, Spike," she snapped.

"You haven't followed your daily schedule in all that time either," he added, waving it in front of her face. "You've always done that!"

"I always thought that dating and romance would be a waste of time too, just like friendship," she countered. "Things change, Spike."

"Yeah and you need it now." He went to stand by the window, opening it to reveal the setting sun. "Look, it's almost dark. Just come home for tonight."

"What part of 'I'm not going to leave Dusk' was unclear?" she responded impatiently.

"Just for tonight, Twilight, come on!" he pleaded. "You can get some food, a proper night's rest and… ugh, a shower," he added, wrinkling his nose.

Now she looked at him, incredulous. "Are you saying that my need for a wash supersedes my coltfriend's state of health?!"

"No, but the state of your health matters too!" he retorted. "If he were awake right now and you were like this, what do you think he'd say?"

"He'd agree with me, he'd want me here with him," she answered straight away.

"Come on, you know how he is! He'd tell you the same thing, that you need some sleep and some food, because he'd be worried about you and because he's not worth that much worry and fuss over anyway."

"Are you saying-?!"

"That's not what I'm saying, that's what he'd say and you know it," he cut off. "Like I said, you know how he is."

Twilight opened her mouth to argue back, but closed it once Spike's words started to sink in properly. That would sound like the sort of thing Dusk would say, admittedly a little more light heartedly, but it would be because he was concerned about her. He'd never really spent much time worrying about himself, more on others around him, because of how he saw himself. Of course that would be what he would say…

Now she was actually looking up from his bed, she looked over at the mirror that was in the room and was almost shocked by who she saw looking back. Bags under her eyes were forming from lack of sleep, her usually white pupils now almost bloodshot. While it still retained some of its usual neatness, her mane was mostly in disarray, as were parts of her fur. Her face was gaunt and haunted and she just noticed now how dry her lips were, how empty her stomach felt, how heavy her eyelids felt.

Three days… she'd been here for three days. The rational part of her mind had been screaming at her about the dangers of sleep and nutrition deprivation, but she had stopped listening to it a while back. Now though, she could see why…

"See what I mean?" Spike had joined her at the mirror. "You can't go on like this, Twilight. He wouldn't want you too, not without a break."

"I… I never… realised…"she gasped. "I thought… I didn't…"

"I know, you look terrible. No offense," he added quickly.

"No, no you're right… I look awful…" Her eyes saw him reflected in the mirror too and she turned back to him. "But so does he…"

"I'm sorry, but there's not a whole lot that can be done there," Spike said solemnly. "You certainly won't be able to do much if you keep this up."

"I… I suppose but…" She placed her hoof back on his. "I just… I don't feel right… leaving him…"

"He's in a hospital, with all this hooked up to him," he reminded her. "He'll be fine and he'll still be here in the morning when you come back. Just one night, then you'll be back."

"Just one night… I guess… that doesn't sound so bad…" she murmured. "But, what if-?"

"Nothing will happen, Twilight," said Spike firmly. "He'll be fine. He's not exactly going anywhere. Come on, I don't wanna sleep alone at home again…"

That made a twinge of guilt rise up in her chest. While she had been here watching Dusk, she had been shutting out her friends and those she cared about just as much as him. She hadn't thought of it as really mattering that much, but seeing Spike now, looking up at her pleadingly with genuine concern, reminded her of how much she had been doing it.

She reached out and hugged him, holding him close against her, as a way of apology. The way he returned it told her he accepted it.

"Alright, Spike… let's go…" With as much effort as casting her most difficult spell, she wrenched herself away from Dusk's bed, though not before having one lingering glance back.

She looked to his hat, his glasses and his half of their necklace, which she had left on his bedside table. Just in case he woke up. She intended to leave it all there, on the hope that it might happen and the assurance that the staff would make sure nothing happened to them. But she didn't feel like leaving without taking something of him with her. Just one thing…

"I hope you don't mind this…" She took his hat with a spell and smiled apologetically. "Don't worry… I'll look after it, until tomorrow…"

She didn't expect any response from him but… was it her imagination or did his hoof twitch ever so slightly? There was a wild moment of hope… until it didn't happen again. She was just seeing things now, probably an effect of having so little sleep… still…

She hesitated for a moment, left a kiss on his cheek and one last squeeze of his hoof, then followed Spike out, allowing him to partially pull her away. She had to mentally force herself not to go back and even then it was a challenge.

"I know this is tough, Twilight, but we're all feeling it," he said sympathetically. "But we gotta stick together on this if we're gonna help him get through it, us too for that matter."

"I know," she murmured. "I'm sorry for leaving you on your own for so long."

He waved a claw dismissively. "It's fine, I knew you of all ponies would be the one there for him the most. But we gotta look out for each other. Legendary librarians, remember?"

"How could I forget?" That doubt returned to her mind again. "Spike… do you think he'll ever wake up?"

"Sure he will." Spike just smiled warmly at her. "Have faith, right? Besides, I've gotten used to the reduced workload with having him around. Even if it does mean having to watch you two making more eyes than an eyeball factory."

Twilight didn't know if Spike really believed that or if he was just saying that in a bid to make her feel better, but she felt reassured by his words nonetheless. It felt good to laugh about something for a change.

"Hey and did you hear? Rainbow Dash got out today," he reported. "Her wings are fully mended now."

"That's good to hear," she said, knowing again he was trying to make her feel better. "How is she?"

"I dunno. I saw when I was coming in here to find you. She was acting kinda jittery, looked like she was actually trying to get back in." He shrugged, scratching his head. "How crazy is that?"

"Hm… the world is very strange," mused Twilight.

Spike kept up the encouraging talk and light-hearted remarks all the way back to their home. As annoying as he could be at times, she had to admit he always seemed to know how to make her feel better when she was down and this was no exception. Although this was a little different than just comforting her after a test or helping her find a lost book.

She was actually a little comforted when she stepped back into the confines of the library, before she was assaulted with memories… Dusk's cheery greetings every morning, the looks they shared with each other across the room, running away with his hat, calming her down when she started panicking about some research and study…

She didn't let the trilby out of her sight for the rest of the day and didn't eat much of the meal he made for her. When they finally left for bed, she gripped it tightly, warming it up against her skin and settling into an uneasy sleep…

_She was back beside Dusk's bed again, watching over his prone form, hooked up to various, cold machines that were beeping away, keeping him alive. She'd never felt more helpless in her entire life and just wished she could do something, anything to help him._

"_Dusk… please, please wake up…" she begged. "I just want you back… please…"_

_There was no response. Not even a flicker of his eyelids, a twitch of his hoof under hers. Nothing. She pressed her head against his body, sinking into despair._

"_Still here then?" came the voice of the doctor, a little deeper than usual._

"_It's all I can really do." She reached out to touch his face. "Oh doctor, what's wrong with him? Why won't he wake up?"_

"_I thought you already knew what was wrong with him. It is rather obvious," he replied, a heavy note of suggestion in his voice._

"_Isn't there anything I can do?" she asked desperately, looking to see the doctor hidden in the shadow, looking over the instruments._

"_You had your chance to help before, Twilight, yet you did nothing, that's what I hear," he responded harshly. "There's really not a whole lot any of us can do now."_

_She squinted, trying to see him in the dark. "What… what are you saying?"_

"_I'm saying that there's not much hope we can hold out for." He pressed a hoof on the heart rate monitor. "We might have to disconnect him completely."_

"_What?!" She snapped her head up, leaning protectively over him. "You can't do that!"_

"_I think you'll find I can," he replied. "We're just wasting time and power keeping him alive. Best to just pull the plug now."_

"_How can you say that?! You don't know he won't wake up!" she protested._

_He started to step towards her, realisation dawning as his features became clearer. "Please, trust me Miss Sparkle… I know what I'm doing, believe me I do!"_

"_No…" She winced under his feral gaze, cringed at his grating laughter. "You!"_

"_Don't worry," Doom growled, his horn glowing as the instruments started to, "I'll take good care of him."_

_She jumped back as the wires and tubes holding Dusk sprung to life, wrapping around him like tentacles and carrying him over to Doom, who gripped him by the throat. She tried to run forward, but stumbled back when the floor crumbled away, leaving a huge gulf between her and him, his bed and the floor tumbling into the abyss below._

"_It really is for his own good, you know," purred Doom, carrying him away to another long drop. "I feel that any other attempts to help him will only make his condition worse."_

"_No! Let him go! Let him go, you monster!" she screamed. "Give him back!"_

"_Don't make this harder than it needs to be, Twilight," sneered Doom, holding him above the drop. "It'll all be over soon."_

_She could see his eyes opening, feel them boring into her. They were already pleading the words he choked out to her._

"_Twilight… help me…" _

_She started forward, but the ground beneath her gave way and she jumped back as it fell. _

"_I… I can't!" She looked desperately over at him. "You're too far away!"_

"_Please… help me…" he implored, weakly raising a hoof towards her._

"_I… I don't know… I don't know if I can!" she wailed. "I want to, I really do!"_

"_What a shame." Doom shrugged while he leered. "You win some, you lose some."_

_As quickly and as easily as when he'd broken Rainbow's wings, he let go, Twilight's cries mingling with the one she loved, plummeting to the darkness below._

"_NO! NO! NO!" She reached out uselessly across. "Dusk, please, NO!"_

"_Don't worry," Blackhole growled behind her, "you'll be joining him!"_

_She turned, saw his hoof crashing down and she was falling too, screaming and flailing helplessly into the darkness…_

She shot up in her bed, screaming for a few seconds before she remembered where she was. She was back home, in her bed. Not at the hospital, not falling off some cliff. Dusk was safe, Doom was gone and her mind was just playing games with her fears while she slept. There was nothing to worry about. Even Spike hadn't been awoken by her outburst, sleeping soundly on.

Still, she knew she couldn't go back to sleep. Silently, she sat in the darkness, broken only by the small amount of starlight shining through the cracks in the curtains. She wiped away the cold sweat from her forehead, thinking over what she had just seen.

Of course it was just a dream, she told herself. That was all past now. But she still had her fears, her doubts… would Dusk ever wake up? Could this have all been avoided if she'd just talked to him in the first place? Was Doom really gone? Had her spell just made things worse? Wasn't there anything else she could do?

All of these questions cemented themselves in her mind and led only to the answer that she'd made a horrible mistake, leaving her coltfriend with nopony to watch him while he slept? What had she been thinking, coming back here and leaving him all alone in that hospital? She had to get back, right now and help him, be with him.

She was just reaching for the light when she heard some kind of commotion outside. Knowing she'd have an excuse now to be awake, she turned on the lights in the library and went outside to investigate.

* * *

"Thanks again for lending me _Sapphire Statue_, Twilight and the next one," Rainbow Dash was saying as they made their way back to the hospital the next morning.

"It's no trouble. I'll be glad to have somepony else to talk to about the series." She smiled back at her. "Thanks coming along to the hospital with me today."

"Eh, don't sweat it. Think of it as returning a favour," she assured. "Besides, I feel like I owe this visit to Dusk."

"Why do you say that?" she asked. "You already went to see him three days ago." She hadn't been in the room when she had visited, so whatever she'd said was unknown to her.

She'd learned her lesson about listening at the door.

She looked around uneasily. "Yeah but… now I'm back to my old self, I get the feeling this time it's gonna be a little more legit, you know?"

"I suppose that's true." She decided to disregard her apparent discomfort. "I'm glad you're not feeling so bitter about what happened anymore."

"Yeah, it's cool," she shrugged. "I mean, you know, mostly…"

"I understand why, but it's not entirely his fault," Twilight noted.

"Yeah, I know, I get that," she said quickly. "I'm still coming to terms with it, but it's not as bad as it was. I still don't leave my friends in the lurch, even after… you know…"

"I know and I'm relieved you're being mature about this." She smiled gratefully at her. "Dusk is a fan of the series too, you know."

"Why shouldn't he be?" she asked with a grin. "These stories are awesome! Who in their right mind wouldn't wanna read them?"

"Probably ponies who think reading is for eggheads?" she joked. "I'm just kidding, don't worry."

"I knew that," she muttered, her cheeks a little red. "Come on uh, let's hurry up and get there already."

"I intend to get there as quickly as I can." Twilight felt her worry set in. "I would have been there earlier today, if I hadn't slept in. How could I have slept in? I never sleep in. I've woken up at the same time every day, how could I sleep in?"

"Considering you've been mostly awake three days straight, I'm not all that surprised."

"But what if something happened at the hospital? Did they take good care of him? Has he gotten worse? What if-?"

"Twilight! Cool it!" commanded the Pegasus, silencing her. "You keep that up, you'll both be in hospital. He'll be fine, nothing will have happened."

"Yes… you're right…" She took a few deep breaths. "Sorry, I'm… I'm just worried."

"Never would have guessed that," remarked Rainbow. "Relax, it'll all be fine. I got better in no time and I'll bet he's not far behind."

"He might be…" She managed to quell some of her worries from that. "Thanks for that, Rainbow."

"Don't mention it, as long as he's awake for that movie for Daring Do that's gonna be out soon," she chuckled. "He'd hate to miss that."

"I can definitely agree with you there," giggled Twilight. "We were actually going gonna go see it when it does come out. It looks like it'll be great."

"I thought you'd say that." Her head snapped up. "Hey, maybe we could all go see it!"

Twilight mock-frowned at her. "Considering what happened the last time you were with me and Dusk to see a movie, you can forget it."

"Hey, I'll behave myself this time. Mostly," she added, with a mischievous smile.

Twilight felt another elation of laughter. She had been rather unsure having Rainbow along with her to visit Dusk today, considering all that had happened. Now though, she was reminded of how important the rest of her friends were and how much she needed them at this time. Just laughing now made her feel so much better, more than she could have expected.

Almost like he was awake already…

She didn't know if it was Rainbow's presence, the fact she'd gotten some proper sleep or that she would be back by Dusk's side that she was glad to be walking back through the hospital doors and she didn't really care either. She was going to be as determined and dedicated as ever in her promise, prepared for anything.

Except for what the pony at the desk told them when they said who they were visiting.

"I'm sorry, you didn't know? Dusk Noir was checked out of the hospital earlier this morning," she told them brightly.

Her mind froze, her body seized up. Twilight was completely speechless. She had to have misheard her, because it sounded like she said Dusk had woken up and had left.

Rainbow, however, wasn't. "Hold on, when you say 'checked out'…?"

"I mean he awoke from his coma in the early hours of the morning and, after we ran a few physical and mental tests on him, was cleared to leave the hospital," she elaborated.

"Then why weren't we told?" demanded Rainbow. "How we've been kept in the dark?"

"Well, he requested that you not be told," she said with a puzzled look. "It was strange we thought, but he seemed adamant that you not be informed. Perhaps he wanted it to be a surprise."

Twilight hadn't really registered those last words. Her mind was thoroughly convinced that it was still dreaming, that this was some kind of wonderful dream in which he had woken up and was waiting for her… or a prelude to some horrible nightmare. Either way, she had to know, had to see for herself. Ignoring the nurse's and Rainbow's calls, she sprinted off towards his room, teleporting some of distance in a bid to get there.

She saw that it was true. His bed was empty and made. The machines were no longer connected to his prone form. His glasses, his necklace half, were gone. She looked down at his hat, her heart soaring, a smile coming to her face, tears of joy beginning to pool in her eyes.

If this was a dream, she didn't want to wake up.

"He's awake… he's awake!" She turned to Rainbow and the nurse, who had just arrived. "He's really awake! My Dusk is awake! This is… this is… it's wonderful!"

"I know, it's great but still, why didn't he want us to know?" asked Rainbow, with a hint of suspicion.

"You said it might be a surprise?" The nurse nodded, with a nervous look to Rainbow. "Well, that has to be it. He wanted it to be a surprise and he's at home right now, waiting for us. Waiting for me!"

"I dunno- Twilight, wait!" Once again, she ignored her calls and galloped full pelt through the halls, teleporting or jumping if somepony or something got in her way.

Pure happiness and relief fuelled her sprint through town, recalling perfectly the route to his house. The hardest days that she had ever lived in her life were finally over. It had only been five days, two for his time as Doom, three for his time in the coma, but they had felt like years, waiting for it all to be over, for the time he would come back to her and they would be happy again. She could say sorry for everything she'd done, everything she hadn't done, just hear him speak again…

She galloped on, not letting anything impede her progress, until she reached the modest form of his home. She felt like her heart would burst out of her chest, sprinting up the drive and almost crashing into the door.

"Dusk! Dusk, it's me, Twilight!" she called joyously. "I'm here! You don't know how much I've missed you!" She noticed the door had started to open and pushed it all the way. "Dusk, it's… me."

She stopped when she her eyes beheld the interior. It was really somepony who knew Dusk and had been here would notice, especially her. Dusk's personal effects, of what little he had, were gone. His scarf and saddlebag were absent from the hook, the bookshelf had been cleared out in the living room and there was no sign of the pony who occupied it.

Her mind started to comprehend the reason for this, though she really wanted to deny it, because she didn't want to think of what that meant. She was about to check upstairs, to look around town for anypony who might have seen him until she saw a piece of parchment resting on the table in the kitchen. One with his writing on it.

Part of her wanting an answer, part of her not wanting to know, she levitated the letter to her and felt that all-too familiar aching feeling settle in her heart again, threatening to shatter it once more.

_My friends, Twilight_

_If you are reading this, then you've arrived at my home to find that I and every trace of me I could bring of me, are gone. I tried not to leave anything, but I was in a hurry to go. Just a good thing I never had much to begin with, I suppose._

_Perhaps this wasn't what you were expecting from my awakening from what I've been told has been quite a long sleep. I don't remember a whole lot of that, but I recall enough and of what happened that I have caused all of you much pain, grief and suffering, the kind that I strived so hard to avoid, yet still failed. I'm not asking for your forgiveness in this aspect, for I know I don't deserve it. I'm telling you this to let you know I tried. I really did._

_You've most likely learned of the connection between me and my darker self. I'm sorry I never told any of you earlier, but I simply didn't have the courage. It looks like the result is the same anyway, because you should understand why I've done this, why I had to leave. I don't deserve friendship or love, after what I've done. I don't even deserve to live in this place, this town. I can't tell you where I've gone. This is hard enough without seeing any of you._

_I will never forget the times I've spent with you all, the happiness and joy we've all shared in, but I also can't forget what I've done to you because of my unwillingness to face what I have done. This is best for me, for all of us, that I go without any fuss, no goodbyes or tears, not that I'd imagine I'd get any at my departure. I'm sorry, I truly am._

_And Twilight, if you're reading this, know that I will always love you and most likely never stop. It's hard for me to leave you the most, but I have to. Thank you for freeing me of him, a kindness I can never repay you for. I don't feel his presence anymore, but I feel what he has done, old and new and that's something no spell can purge. Please, don't blame yourself. You did all you could and more and for that, I thank you. A thousand times, thank you. I don't deserve to be with you or any of you._

_Goodbye, my friends. I hope one day you'll forgive me, but it may be when I can never see you or anypony again. Not in this life, anyway._

_Sincerely and forever yours_

_Dusk Noir._

She had trouble reading the last few lines because those tears that had started to pool before were now falling, blotching the ink and obscuring the words. He was gone. He'd left Ponyville, left them, left her… after all that had happened…

Now, she wanted this to be a dream, because anything would be better than this.

In her despair, everything blurred together for a time. She didn't know when exactly Rainbow had arrived, found her, read the letter and left to get the others. All she knew was that after a few minutes of what might have been hours, she was sitting on the couch in his living room, Spike patting her leg comfortingly and Rarity with her leg around her.

"There, there, Twilight," soothed the debutante gently. "It'll be okay…"

"I… but he… he…" She gave up trying to talk through her tears and just descended into more sobs.

"Can you believe that guy though?!" shouted Rainbow. "We all spend days waiting for him to wake up, some of us way more than others and then he thinks he can just up and leave? Just like that?

"Ma thoughts exactly," agreed Applejack. "Okay, now first time ah can understand, second time is pushin' but third time, ah'm thinkin' ah'm just gonna have ta get ma rope an' hogtie him just in case he tries it again."

"You mean this isn't the first time he's tried to leave because he thought it was what's best?" asked Ray, who was comforting Fluttershy, a little awkwardly, but managing.

"Yes indeedy," nodded Pinkie. "If I had a bit for every time he's done that… well, I'd have three bits, but that's still three bits I'd rather not have."

Ray pressed a hoof to his chin. "Hm… maybe I should upgrade, get a hammer or maybe a couple of bricks, if that's the case."

"Ray, this is hardly the time for jokes!" snapped Rarity. "Dusk has gone and we need to find him!"

"You think I don't know that?" retorted Ray. "I wanna find him too, even if I can understand why he left. That doesn't make it right though."

"I… I think you're both right," put in Fluttershy, preventing a possible fight breaking out. "But… where do we look?"

"Yeah, there's nothing in here that says anything." Rainbow waved the letter for emphasis. "Sounds to me like he doesn't wanna be found."

"But we gotta try though, right?" spoke up Spike. "We can't just give up."

"Ah agree, but without some kinda startin' point, it'll be like tryin' ta find a morbidly depressed needle in a very big haystack," reasoned Applejack. "Still, yer right Spike, we gotta try."

"You can count me in for that," proclaimed Rainbow.

"This one's gonna be a toughie, but I still wanna try," piped up Pinkie.

"M-m-me too," stammered Fluttershy. "I'm… I'm not abandoning him."

"I already said I was gonna do all in my power to help," reiterated Ray. "No way I'm backing down now."

"Whether rain or shine, I shall also endeavour to assist. Though preferably not rain, it would ruin my mane, but I will do it for him," added Rarity.

"For brothers in library-assistantship!" They all looked at him oddly. "What? It's a thing we have."

"Even so, like you said, it'll be hard to find him without knowing where to look for him first," reminded Ray. "At least we knew where to start looking for you when you ran off AJ."

Immediately upon hearing them all, Twilight chastised herself for despairing and giving up so easily when they hadn't even tried. Here she was, wallowing in her tears and sadness while he was out there with a possibility of being found, even if it was small.

Even though she felt like she wanted to give up, Twilight could feel herself being strengthened by the thought of finding him and bringing him home. She had been through thick and thin with him to get where they were and regardless of what he might think, she wasn't going to rest until she had at least tried to find him and bring him back home.

She had made a promise, after all and she wasn't going to see it broken, either by him or her. He'd never given up on her and she wasn't about to do the same.

"Isn't… isn't…" She hiccupped and choked out a few more sobs, cutting her off.

"Take it easy, Twilight," comforted Spike. "Give yourself a minute."

"Yes, wait a little before speaking, I know this is hardest on you most of all." Rarity wiped away her tears and offered her the hankie. "Here, blow."

Twilight did so and levitated it back. "Thank you…"

"No trouble…" She looked at t with disdain and threw it away. "Now, what are you trying to say?"

"I'm trying to say… sorry…" She sniffed and took a deep breath. "I'm saying that it's fairly obvious. Where he would have gone, I mean."

"Well, not so much to us, so mind sharing?" asked Rainbow.

"Don't you see?" They all looked blankly at her, but it was rather obvious. "Dusk had a dark side, became a completely different pony because of what his emotions and Discord's corruption drove him to become. Now he's… left… he would have gone to the only other pony in Equestria who knows exactly what he's been through."

Now, their faces started to comprehend what she was saying. Spike voiced their thoughts first. "Hold on… do you mean that he's…?"

"Exactly. He's gone to Canterlot, to see Princess Luna."

* * *

Luna had been sleeping during the day, though not in a way that others might. When other ponies slept, their minds and bodies shut down almost completely, leaving them to the tender mercies of the dream world, very rarely remembering anything they saw. She was almost the same, but her mind remained alert, sitting in a moonlit meadow in the other world she watched over. For her, sleep was a time for thought as well as regaining her strength and she had a lot to think about.

She conjured an image of her student, a memory from when he had been happy, spending a lesson with her. She allowed herself a smile at how attentive yet positive he was before remembering that it was just a memory, not the genuine article. Still, she felt both anger and sadness when she allowed it to turn into the feral, hate-filled vessel of Blackhole Doom. She glared and separated them so as to better think.

Even so, she knew it wasn't much use. She had definitely ruled out that Dusk had just lost control. Something had been blocking her access to his dreams on the night it happened, meaning it had definitely been caused. It could be some kind of malevolent force acting on him, but Discord was encased in stone, so he couldn't be involved in this, Dusk had been nowhere near the statue and no other creature in Equestria could trigger this kind of transformation.

She had felt part of the thing that had been blocking her, made familiar because she had once felt the same presence in her mind, twisting and growing her spite and hate until she became Nightmare Moon, another little gift from Discord. She'd called it the Corruption Entity, a sliver of chaos magic meant to instil the negative emotions of whoever was infected by it. It seemed possible, but she had been the only one ever to be infected by it and the original had been destroyed when the Elements had been used on her.

It could be either Discord had created another before he was imprisoned again or somepony else had made it something similar to it. But the lord of chaos had hardly had the time to cast another spell. The other scenario didn't seem so likely either. Dusk had few enemies, as far as she knew and those he had didn't seem capable of creating such a piece of magic. It could be another adversary of the Elements long past, one she didn't know of, but she couldn't be sure.

The princess of the night sighed and touched a hoof to her head. She could ponder all she liked, but this really wasn't giving her many answers, rather it raised more questions. Until Dusk awoke from his coma, she wouldn't be able to get any answers that wouldn't come directly from him. She had already cast her spell, but she didn't know how long it would be until it became effective, how deep in his mind he'd hid himself. It could be days, weeks, months, years until he might awaken. Even her power was limited in this area.

She felt a familiar presence touch her mind with feather-like gentleness. _"My sister, you're needed."_

Sending an affirmative down her mental link, along with some minor annoyance at being disturbed, Luna left her celestial plain and returned to her physical body, focusing to see Celestia withdrawing her horn from her own.

"What need to you have of me, dear sister?" she asked, with a tone that suggested 'this had better be important.' "You know that I do not like to be disturbed."

"I know perfectly well, thank you," she said, with a mischievous glint in her eye. "I learned that after I ran into your room when we were younger, making you think a hydra was attacking."

"Do not remind me," muttered Luna, though she couldn't suppress a small smile. It was good to see that, after last night, her elder was back to her old self. "Now, unless Canterlot truly is under attack, I will return to my sleep if you felt like doing was reminiscing."

"I'd have thought you would want to be awake for this. Somepony is here and has asked specifically to see you," she said, with a knowing smile.

"Who? One of the Elements?" This confused her a little. "Why could they not speak to you if it was urgent?"

That smile grew now. "I'm sure he would have done, but he was very particular in wanting to see you and I for one don't blame him one bit."

"But why would… wait, he?" Luna raised her head attentively, feeling her hope building. "You mean… he's awake?"

Celestia only stepped aside and gestured to the door. "Why don't you go and see for yourself?"

Her drowsiness and annoyance forgotten, Luna practically flung the covers off her body, fast-walking towards the stairs that led to her and her sister's rooms. Upon reaching them, she looked down into the entrance hall, to where the sun streamed in through the high, grand windows and saw who was standing in its shadow.

Even though she was partially expecting it, the shock of actually seeing him still hit her. She had hoped her spell would be effective, but she hadn't expected it to have worked this fast.

"Dusk… my student, is that really you?" she asked disbelievingly.

He shuffled on his hooves, not really looking at her. "I um… I hope I'm not… disturbing you…"

"Not at all, I was just… just…" Words failed her completely, a well of emotions the kind she rarely felt consuming her completely.

She didn't foresee the effect just hearing his voice had on her, let alone seeing him standing. Forgetting her royal composure completely, she almost flew down the stairs and embraced him, holding him close under her wings wrapped around him.

"Dusk… you cannot comprehend how much it gladdens my heart to see you." She looked down to see him with his head near buried in her fur. "I have missed you, my subject."

"I'm… I'm pleased to see you too, Luna," he murmured. "More than you know."

"I could say the same…" She suddenly remembered herself and detached from him, regaining her former dignity.

Now that she was closer, she could look him over in more detail and she could already see a drastic change. His posture was slouched, no pride in the way he carried himself. There hadn't been a whole lot before, but now it looked as if it was gone completely. The only piece of apparel that he typically wore was his glasses. His trilby hat was missing from his head, revealing a mane even more unkempt than usual and the necklace he wore wasn't being worn around his neck.

On the rare occasion that his eyes did look into hers from behind his glasses, she saw nothing but guilt and sorrow welled up in them, the kind that actually made her want to comfort him with another embrace. But she knew that would only do so much. She of all ponies should know the most.

"I um… I'm sorry again if I disturbed you," he repeated nervously. "I know that during the day is… when you rest, but…"

"As I have said, it is no trouble," she assured. "I'm merely relieved to see that you're awake once more, after such a long sleep. As I have said I… I missed you greatly."

"I'm glad somepony is then…" he murmured, more to himself than to her. "Thank you, by the way. It was your spell that helped to… guide me back, I suppose. Just like last time."

"I strive to make sure that I'm there to make sure that my subjects are safe, which I like to think is doubly true for my friends," she said confidently.

He smiled sadly at her, a small glint of hope in his eye. "I would say that's definitely true. It was… strange, being like that, I mean. I don't remember very much and what I do remember is either blurry or… things I'd rather forget."

"I'd imagine so." She noted that she could still see some of the holes in his legs, where the tubes from machines had been inserted into his body. "Do you fare much better, other than it that area?"

"About as well as you might expect, which isn't really all that well at all." He hung his head, rubbing his head. "I don't hear… him anymore, apart from in my memories. That's one thing I'm thankful for, at least."

"As am I," she nodded. "But apart from that, what else do you feel?"

"I um… I don't know… a lot," he answered vaguely. "I'm just tired mainly… really tired… I know that sounds strange, after what I just woke up from but… I'm really tired."

"No, I do. I can see why you would be. After all…" She trailed off when she noticed that he was wearing his saddlebags and both looked quite full. "What is all of this?"

Dusk glanced at them and lapsed into uncomfortable silence for a few minutes. Luna had a good idea of what he might have done, but she would rather hear it out of his mouth than make it sound like she was accusing him of something. He'd been through too much already to have to endure that.

After opening and closing his mouth unsurely a few times, he finally answered. "I… I've left my home. In Ponyville. I left…"

"I can see that clearly, but for what reason?" she persisted.

"I'd rather… not talk about it…"

Another thought crossed her mind. "Have the townsfolk evicted your for what happened, because if they have-!"

"No, I… I don't even think they know, or remember." He shrugged his bags, like they were weighing down on his shoulders. "This was… my choice…"

"Then why did you leave?"

"Because I don't think I could bring myself to stay…" She waited for him to say more, but he didn't elaborate further.

"What about your friends?" He diverted his gaze even further at the mention of that. "Do they know that you've left?"

"I… I didn't see them, no…" He was practically forcing the words out of his mouth, having real difficulty saying them. "I've left them a note but… nothing else…"

"But why would you-?"

"Luna, with all due respect, I would rather not discuss what's happened," he said quietly. "I might later but… not now… please…"

She nodded and refrained from asking. "Of course, I understand. So, if you have moved away from your residence there, what brings you here?"

"Well… it's just… I don't want to seem presumptuous but…" He stopped, unable to continue.

"Please, continue," she prompted gently. "What is it you would ask of me?"

"I… I was hoping that… I mean, if you… you'd allow me to stay here for a bit…" he asked nervously. "I mean, if you don't, I could find somewhere in the city, but… I thought that since… well you and I we're… we have…"

"I know, yes," she said, saving him the trouble of explaining himself. "If you do need somewhere to rest, then we have a room used for esteemed guests in Canterlot that might be to your liking. You can take as much time as you need, as long as my sister has no objection."

Celestia, who was watching nearby, shook her head. "I see no problems. After what's happened to you, Dusk, I feel that you'd benefit some time to yourself."

"I… I um… thank you, Your Highnesses," he said, with a bow. "I normally wouldn't ask but…"

"It is no trouble, Dusk. You are my friend and student, I would say that grants you certain privileges." She stepped aside, gesturing with her wing. "It's the door at the end of the corridor upstairs. I'll have the guards here see to it that nopony bothers you."

"I appreciate that. Thank you, again…" He lingered for a moment, shuffling on his hooves and trudged up the stairs, head still hung, almost no real will guiding him there.

She suddenly remembered another reason she had been waiting for him to wake up. "Dusk, a moment. I must ask you something."

He looked back forlornly. "Yes, Luna? Though, if it's about… what I've done…"

His eyes locked in hers again and she was reminded that her own endeavours could probably be out on hold for now. Her student didn't really seem to be in the mood for answering anymore questions of any kind.

"Never mind, it can wait." She did her best to smile. "Rest well, my friend."

"Thank you, Luna. Sorry again for disturbing yours…" He attempted to return it, failed and trudged off again.

"Poor thing…" Her elder sister waited until he was gone before joining her younger sibling. "I'm getting a strange sense of déjà vu from this, you know."

"You think you're the only one?" she said, a little more harshly than intended. "You know as well as I do what he's been through, what he's still going through."

"I never said I didn't." Her expression was neutral looking at her. "What are you going to do then?"

"What else can I do, other than what I intend?" she replied. "I intend to help him through this, to do what I can to get through this. I am the only one who can."

"You're not the only one who thinks so," reminded her elder. "Regardless of whatever he may have written in his note, it's a safe bet that the others will soon figure out where he's gone and come here looking for him. What are you going to do then?"

"If he wishes to speak to them, then I will let them. If not…" She paused for a moment to consider her next words. "Then I shall have to turn them away."

"You would do that? Even to Twilight?"

"He needs some time to himself, to come to terms to what has happened before he might even consider facing them again," she defended. "I intend to do what is necessary, my sister, even though it may not be kind."

"I know." She made her way to the doors. "He can't stay hidden away forever though. He will have to face up to what's happened eventually. You understand that?"

"I do. That doesn't mean it's any easier though." Celestia didn't say anything else, only leaving in the entrance hall.

She went to inform the guards of her instructions, but remained in the entrance hall. She would normally have returned to bed, but these weren't exactly normal circumstances. She was still learning about friendship herself, having to deal with her subjects as her friends. She knew what she should do, but wasn't exactly sure how to go about it.

Questions tumbled over each other in her brain while she gazed towards the door. Did Dusk want some company but wasn't sure if he should ask for it or was she right to leave him alone for a while until he was ready? By then, what exactly should she say to him? She understood what had happened to him, but how would she go about comforting him afterward? Should she ask Celestia for help?

No, Dusk was her student and her responsibility. Her older sibling seemed to think she could handle this just fine on her own, so she would see fit to do so. Besides, she would have something else to deal with first before Dusk and she expected they would arrive fairly soon once they figured out where he was.

They came about ten minutes later, all together and looking equally worried in their own way.

"Princess Luna." Twilight Sparkle bowed, though she didn't appear as composed as she normally did. "Princess Celestia said you would be here. We're here to find out if… if Dusk came here…"

"He has, yes," she responded levelly.

"Do you know where?" asked Rarity. "May we see him?"

"We're kinda worried about him," added Applejack. "Some-a us more'n others."

She glanced back at the door before answering. "I do, but I feel it would be best that he be left alone for the time being."

"What?!" Rainbow Dash looked outrage. "You can't just keep us from seeing him!"

"Do not presume to tell me what I can and cannot do, Rainbow Dash," she replied sternly. "I can do this and I will too. He has been through a very traumatic ordeal and he needs time to himself to recover."

"But we've been waiting for him to wake up for a really, really, really long time!" Pinkie halted a moment. "Well, maybe not that long, but it feels like a really long time. Can't we at least see for a bit? Did he have his cupcakes?"

"No, you cannot… wait, what cupcakes?" she asked.

"That's not important, princess," cut off Twilight. "Please, can't we see him? At least ask if he wants to talk?"

"If it's not too much trouble, that is," stammered Fluttershy. "Please, princess? We… we only want to see our friend."

"No, I have already-!" Luna realised from Fluttershy's reaction that she was speaking too loud and lowered her voice. "I know that this is difficult, but he needs time to adjust to what has happened. Try returning tomorrow, but for today… I think he would prefer to be alone."

If anymore were about to protest, they were prevented by the newest addition speaking up. "We understand, Your Highness. We'll come back tomorrow. Can you at least tell him we were here though?"

"I will mention it to him, Ray Strike," she promised. "I'm sorry, but I do feel this is best."

"Don't worry, I do too." She saw something, a flash of a deeper understanding in his eyes before he gestured with his head to the door, leading the other Elements reluctantly out.

Luna watched them go and sighed. Being a princess and being a friend could be difficult at times. Perhaps he would be more receptive tomorrow though. But she didn't hold much hope for that when she looked back and saw the door to the guest room close after being allowed to stand ajar. Just enough to allow the occupant to hear what had happened.

* * *

So, Dusk is awake but that doesn't mean things are back to normal. Will a time like Hearts and Hooves day give a chance for him to return to friendship's graces and to love's bliss? Find out next time.


	31. Not Alone

**Not Alone**

Rainbow felt guilty. It wasn't something that she normally felt that often and she hated it when she did. She preferred pride, joy, usually from something she did, either something for one of her friends to show that she'd always stick by them or because of some awesome trick she did. Either one of them was good. But feeling guilty was the worst because it meant that she had screwed up somehow.

In a way, she didn't really feel like she had screwed up. Okay, so she had gone and vented her feelings on Dusk while he had been out, but didn't she have the right to? She needed to do something to let out her frustration and since he had been mainly responsible for why she had been in hospital in the first place… well, what else was she supposed do? Sure, it hadn't been so bad in the end, but she still had the right to do it.

That was something that had really been bugging her and she had been hoping to resolve it today. Regardless of what he might have done to her, breaking first her heart, then her wings and almost her spirit, she felt that sense of loyalty towards Dusk that she did to all her friends. Once she'd talked to him today, she was gonna put that to rest and get it out of her head. She had been sure Luna would let them through if they'd just kept at it.

Then, of course, before any of them could argue further, Ray had conceded for them and now her chance for letting this go was gone. Once they'd left the Princesses' chambers and were out on the courtyard, she wasted no time calling him out on it.

"Okay, what the hay happened there?" she demanded, rounding on him. "We come here to help out Dusk after he runs off and you just go and give up before we even crossed the door?"

"Giving up implies that I don't intend to try again," he countered.

"I feel I must agree with Rainbow Dash on this," added Rarity. "It was Luna who was telling us that Dusk didn't want to see us, we should have at least heard it from his mouth first. This isn't the first time he's pushed us away, you know."

"I thought you said you were going to do all in your power to help him." Twilight's voice was a mingling of anger and despair. "How could you, of all ponies, think of stopping us when he needs us the most? When he needs me…"

"Whoa, hey, give some of the others a chance to gang up on me too, why don't you?" Realising his attempt at humour failed, he proceeded to explain himself. "Look, the way I see it, it's kinda understandable that he'd want some time to himself for now, right? I think it's better if we give him some time to get his thoughts together before we try talking to him."

"Either that, or he's just wallowing in his guilt so much that he thinks that he doesn't need us when really he does, now more than ever," argued Rarity.

"Well, we can't know that for sure, but either way we need to give him a little space before we try anything." He chuckled nervously. "Also, we were right in front of the Princess of the Night. Even I'm not stupid enough to try anything in front of her."

Rarity bit her lip and furrowed her brow. "I suppose that you have a point. We can't exactly go back now anyway."

Twilight looked like she had given up trying to argue. She'd obviously been through a lot and didn't feel like starting another fight with a friend. Rainbow, however, sure as hay wasn't gonna take this lying down.

"Even so, we coulda still done something, insisted that we go in and see him or just barge by and make him come out," she suggested. "Anything is better than just turning around and walking away."

"In this case, I'd have to say otherwise and I usually don't," he added.

She started to get a little annoyed with him now. "You're just saying, 'cause you're just-"

"Okay then, let me put it this way." An edge crept into his voice now. "You remember the other day, back in the hospital and we had that argument?"

"Yeah? What about it?" If this was an invitation to another one, she wasn't gonna let him off easy this time.

"I'll tell you what about it," he replied levelly, but sternly. "Remember how I yelled at you, because you thought you had it worse than Dusk did? Well, I still stand by what I said. What happened to you wasn't Dusk's fault, none of it was."

This again? How could he still say that? "What? What are you-?!"

"None of it," he repeated. "But that doesn't make him feel any less guilty about it. I mean, think about it. He shouted at all of his friends, attacked his town and turned its residents into zombies, broke your wings and he had to fight his marefriend. All of these things he did while under Doom's influence, driven by what he made him do while he was in his head."

"What's your point?"

"My point is imagine if it was you." He allowed some silence to pass and let that sink in. "Imagine if some evil force was acting through you, making you do things that you wouldn't even think about doing and probably even hurting your friends as a result. What if you actually hurt your friends as a result and you were completely helpless to do anything except watch? How would you feel if that was you?"

Rainbow would have retorted that mares went through that every year being in heat, but she bit it back because there was no way she could compare it to that. She'd never thought about it that way and it only made her feel even guiltier about what she'd said to Dusk. The idea of being forced to hurt her friends like what Doom had done to Dusk… the idea of it just made her sick and she could only imagine what that would be like if she actually had it happen.

Not only that, but she noticed something else too. This wasn't the first time Ray had defended Dusk on this from her, counting this point he'd made and the stance on his argument in the hospital. The way he talked about it, it was like he knew exactly what Dusk was going through. She knew that was kind to be thinking that and she could be wrong but that was what it looked like.

Still, her pride and her guilt kept her silent and she felt some minor annoyance that was giving Ray this victory. Even though she didn't really feel like wanting to win this fight anyway.

"Okay then, that's sorted out then," he said brightly, returning to normal once more. "Right, so we might have left him alone today, but we go back tomorrow in force. Sound good?"

"Ah've heard worse plans," agreed Applejack. "We can stay someplace till then an' figure out what we're gonna do when we get ta talk ta him."

"Exactly what I was thinking." He looked around at their slightly morose faces. "Cheer up everypony. By the end of tomorrow, we'll have Dusk back with us."

The lavender unicorn among them started to walk off dejectedly. "I hope we do…"

Even though she preferred to keep a can-do spirit, even Rainbow felt a little hopeless just from hearing how defeated Twilight started and started to think they might have failed before they'd even begun.

* * *

The atmosphere in the hotel wasn't a friendly one. At least, not to the extent they were used to. Nopony really said anything and any attempts to lighten it by either Pinkie or Ray were met with dismal results and short, sharp remarks, usually from either Twilight or Rainbow. It was like when Applejack hadn't come back to Ponyville repeating itself, except with that it felt like they'd had more of a chance to resolve it and bring her home. This time though…

Though they said they were going to plan out what they would say to Dusk, they didn't really come to any kind of tactic or plan. They were just going to go in there, insist on seeing Dusk even if he might not want to and do everything they could to convince him to come home, to make him see that they didn't care about what had happened and they just wanted their friend back.

In Twilight's case, she was going to do a lot more than that. She had come close to losing Dusk one too many times. He'd left on a misunderstanding, she'd been forced to leave him behind, Discord had taken him from her, they'd fought and argued and he'd been lost to his darker side again. Each time he'd left or been forced away, they'd always managed to get him back and only ended up strengthening the bond they shared. After all they'd been through now, she wasn't going to let this time be the only exception.

Even so, she didn't feel much of the same strength as she'd had those other times and she couldn't help but feel that if she failed now, when it was most crucial… she just wouldn't be able to take it.

They made sure to get a good breakfast at the hotel and decided to wait a little longer and take their time. Unlike with Applejack, they at least knew why he'd left and could think more about what they would do and how to act. They also didn't feel the threat that he would run away, because there weren't a lot of places he could run to now.

At around ten, they left and made their way back to the palace, like troops marching out into battle, on a mission none of them had any intention of failing. Recognising them, any guards that stood between them let them past and even some of the citizens of Canterlot seemed to recognise that some kind of force drove the group, enough to give them a little space. Like the pony they were going to see, Twilight didn't care much for delays or for being late, now more than any time.

Celestia was the first to greet them, stepping gracefully down the stairs to meet them. It was like she'd been expecting them and she probably had been.

"I don't think I need to ask what brings you here today, my little ponies," she said in an almost solemn voice. "Luna is regaining her strength for the night, but she's give me responsibility of our guest for the day."

"We understand, princess," replied Twilight, hoping her teacher would give them some kind of concession. "Are we allowed to see him today? Does he want to?"

"Wait a moment." She turned and went back up the stairs. They all exchanged unsure, nervous glances with each other while they waited for her to return.

What if Dusk still didn't want to see them? Did they risk a chance making demands of Celestia in the hopes that they could? The idea would have normally seemed horrible to Twilight but right now, she was willing to risk it if that was the case.

"I've spoken to him, as both he and I knew that you'd be back today. He was reluctant but I managed to persuade him to give you a chance." She stood aside to let them pass. "Best of luck to you all."

"Thank you, princess," said Twilight sincerely, leading their group up.

"Whether he'll admit it or not, he needs you, all of you." She smiled sadly. "I hope you manage to convince him."

"We shall do our best, your highness," promised Rarity. "Well, come along everypony. We don't want to keep our gentlecolt friend waiting."

They marched together down the hall towards the door where Dusk had taken residence. Twilight could feel the tension mounting in her chest as they approached, taking one last glance at the group before using her magic to open the door.

The entire room was bathed in darkness. The lights were off and the curtain was closed, the only source of light being from the door they'd just walked in and from a small crack in the curtain. It seemed that the thought Twilight had about Dusk being able to blend into the darkness due to the colour of his fur was right, because she couldn't see any sign of him in here. It was actually rather eerie, how quiet and dark it was in here.

Only after Fluttershy closed the door behind her did she see and hear some kind of movement, from the furthest corner of the room. Even now she could see where he was, she could barely make him out in the darkness.

"So… you're here." His voice sounded so distant and forlorn when it reached her ears. "I had a feeling that you might come after me. Not much of one but… it was there."

"There's those psychic powers of yours acting up again," said Pinkie brightly, keeping her smile.

A single, cynical chuckle answered in return. "I suppose so. Please," he added, when he saw Rarity move to a lamp, "don't turn on any lights."

"Oh really?" She paused with her hoof reaching for it. "And why is that?"

"I'd just prefer to keep it dark," he answered in an almost monotone voice. "It's the only thing I really deserve…"

"Come on now, sittin' in the dark ain't no way fer anypony ta live," reasoned Applejack.

"Ever practical as always," he said, with a hint of fondness. "But I can't agree with you this time. Darkness is the only reward to those who have lost the light… like me…"

"B-b-but why would you want to stay in the dark?" stammered Fluttershy. "It's… it's scary in the dark…"

"I suppose, but not for those that live in it. Monsters don't fear the dark, they shun the light, because they know they don't deserve to dwell within it," he said morbidly.

"You're… you're not a monster, big brother," she said kindly, starting to approach. "None of us think-"

"Please, don't." She squeaked from how harsh his voice sounded. "I'm sorry, but you can't. Don't come any closer… and don't call me that. Don't call me your… your…"

"B-but you are," she insisted. "You are like my brother, you know that."

He appeared to be staring at her from out of the dark for a long while before he answered. "What kind of a brother would be willing to hurt his sister? Or her friends?"

"Okay, that's it!" said Rainbow angrily. "I thought I could put up with this, but now this is just getting stupid."

"I know perfectly well your feelings on the matter," he replied, his voice a little harsher.

"Good, so that means we can't waste any time," she countered. "I've heard enough of this, so cut the emo crap, so cut the depression poetry, turn the lights back on and come back with us."

"Come back?" That cynical laugh returned. "How can I come back after what's happened? After what I've done?"

"I could throw you a party," suggested Pinkie typically. "Would that help?"

"I've told you before that a party isn't the solution for everything," he answered, though not entirely out of anger. "This is one of those times."

"Now, while ah do agree that a party ain't the solution ta everythin', ah get the feelin' that even that might be good here if this is how yer gonna act," argued Applejack. "Everypony makes mistakes, but feelin' sorry about it ain't no way for anypony to go in their lives."

"My thoughts exactly," put in Rarity. "We've always forgiven you for mistakes in the past and we're willing to do the same now."

"I… appreciate that, but I don't deserve your forgiveness," he sighed. "Not this time… I failed you all and this is the only thing that is owed to me."

"Now, we know what happens when you start talking like that," joked Ray, his aura starting to glow around something.

"No, not this time." Dusk's aura countered it and threw the pipe away. "No amount of striking me with a blunt object is going to change my mind about this, Ray."

He shrugged in response. "You never know until you try and I'm willing to try anything at this point if it means getting this into your head."

"Well, don't," he snapped. "Though maybe something along those lines might be an appropriate punishment…"

Realising that she'd been silent up to now, Twilight knew she had to try something before it was too late.

"You don't deserve any punishment, Dusk," she said softly. "Maybe you could do some extra work in the library, I'd be fine with that."

"Twilight?" There was a noticeable break in his voice when he said her name. "You're… you're here too?"

"Why wouldn't I be?" Hers started to break too, but she had to keep at it. "I was there for you before. Do you remember, at the hospital? I was always there for you…"

He was silent for a moment. "Of… of course I do. The doctors told me, after I woke up and… I heard your voice, speaking to me… it was unclear but… I knew it was you…"

"Doesn't that say anything then?" She slowly walked towards the sound of his voice. "Don't you think that's worth something?"

"It… I… it was wasted on me," he answered after some stammering. "You didn't have to do that… you shouldn't have… I wasn't worth it… I never was…"

"Spike said you'd say something like that," she giggled, in spite of herself. "He's wrong though. You are worth it. To me, you are, you really are."

"I'm not though, I… I don't… no…"

"Dusk, please…" She reached out towards him, tears blurring her vision. "Come back with us, with me. I've waited for you, don't leave me now…"

"I… I was… you…" She felt a magical barrier come up, preventing her hoof moving further. "No… don't… please, don't…"

"Just come back with us. Don't push me away, please," she begged.

"But I have to. Don't you see, that this is what I have to do?" There was so much belief in his voice that she was almost convinced herself. "You might be willing to forget, but I can't. I remember everything, what I did to you and to our home, what I let him do because I wasn't strong enough to stop him. I tried to, but I failed and now this is all I can do as penance."

"Dusk, don't-"

"Twilight, no… I love you, so much and all of you. This isn't easy for me, this is the hardest thing I've ever had to do, but I have to do it." She could see his head turn towards Rainbow. "I heard you, you know? You were right, I deserve all the blame, for everything, what I did to you. I am sorry, I truly am and that's all I can offer… even if I don't deserve your forgiveness… and never will…"

Silence lingered in the air like the stench of death in the wake of his words. They all seemed to be at a complete loss as to what to say to bring him out of such despair and self-loathing. Twilight wanted nothing more than to hold him, to tell him that she didn't care about all of that, but how could she when he wouldn't even let her get close?

He seemed to sense their response and she could hear him start to move away. "I… appreciate you all coming for me. I'm only sorry that you wasted your time on me again." His aura opened the door, though he stayed out of the light that streamed in. "I don't want to appear rude, but… I think it best if you were to leave…"

"Dusk, please, don't do this…"

"I don't want to… but I have to…" The regret and pain that ebbed into his voice was heart-wrenching to hear. "Please, just go… forget me and move on… it's what's best…"

At first, nopony moved. Then, one by one, without a word, they left. Applejack placed her hat over her heart and bowed her head. Rarity was trying her best to hold back tears, while Fluttershy was weeping rivers. Ray comforted her, eyes lingering on Dusk as they left with Pinkie, no longer with her usual smile and bounce. Rainbow was conflicted between anger and sadness, leaving the quickest out of them.

Twilight was the last to go. She stayed the longest, her eyes locked on the place where Dusk sat in the dark. She had tried and her efforts had been for nothing. She'd lost him. Stepping out that door, knowing she might never see him again cleaved her heart in two, even more so when she could hear quiet sobbing following her out.

She wanted to cry, to weep over what she had lost, but she just felt empty. Her heart was left with a hole she knew she could never fill again. It wasn't even worth crying over now, because the tears just wouldn't come.

When she arrived back at the courtyard, not even looking up at her teacher, she saw that, as if from some unspoken agreement, her friends start to disperse, drifting off in different directions. Like Dusk's presence as the Element of Unity was no longer felt and there was nothing keeping them together anymore.

She looked away, not willing to pile on more pain and stared somberely at the castle. Once upon a time, she thought it the most grand and beautiful sight her eyes would ever behold. Now, it seemed more like an imposing fortress, keeping imprisoned the only one she wanted to see now, but never could. She didn't know for how long she stood there, a second, a minute, an hour, she didn't really know or care.

Apparently though, somepony did.

"Twilight? Are you alright?" asked Ray, concern evident in his voice.

"Well, what do you think?" she snapped.

"Hey, hey, I was only asking," he placated, raising his hooves defensively.

She took a moment to calm down. "I'm sorry, Ray… I… this isn't easy for me…"

"I know, I can tell. You wanna talk about it?" he offered. "I know it doesn't seem like much but it helps, you know?"

"I… well…" She considered just saying no and leaving it at that, but in truth, she really was in need of some kind of comfort. "I've lost him, Ray… I was stupid, ignoring what I felt and not even doing anything until it was too late."

"You couldn't have known what to do," he soothed. "What were you supposed to do?"

"Anything, just something instead of just hanging on the side-lines!" She knew her voice was rising again, but she didn't care. "All of my magic, all my knowledge and I did nothing! I couldn't even say that I loved him because I didn't know… until it was too late. Now, he's gone and there's nothing I can do…"

She bowed her head, realising she was wrong when she thought she didn't have any more tears left to shed. A warm hoof was placed gently on her shoulder and she looked up at Ray, who she noticed now didn't look as defeated as she or the others did.

"Twilight, you can't beat yourself up about this," he advised. "Sure, you knew, but could you honestly say that you would know how to deal with something as bad as Doom? You were scared and I don't blame you. Anypony would be. We know he doesn't."

"But… but I…"

"And as for your feelings, you know you're still new to romance, you both were. If it's something like love, then of course you needed some time to think about it. I mean, I've never really experienced it myself, but it's a pretty big thing and some ponies need more time than others to deal with something like that, like how Dusk is now." He let a smile come to his face. "But you did it, didn't you? You know now?"

"Yes," she answered without hesitation. "I know now… I love him."

"Well, there you go," he said brightly. "I said before that you guys make a great couple and that's just one other thing I'm not gonna see brought to an end. If you can come to terms with your feelings for Dusk, then he can get through this. That's what I think."

Though she had given up, Twilight found herself reassured surprinsgly by his words. It wasn't so much what he said, but how he said it. It was with such conviction and knowledge, that even she didn't think that there was much chance of him failing, with determination like that. She still had her doubts, but the lingering words 'have faith' echoed in her mind.

Even so, she didn't feel like she had much faith to give anymore. That and she was a little curious about what exactly he intended to do and was about to ask, until he brought up something else.

"Look, I know it doesn't mean much, coming from me, but maybe it would help if you spoke to somepony else about it," he suggested. "Is there anypony like that?"

"I… I guess my parents…" Now she thought about it, seeing her sometimes fussy mother, her forgetful father and her loving brother was exactly what she needed right now. "Yes I… I'll go and see them."

"Okay, that sounds good. You want me to walk you there?" he offered.

"No, I'll be fine." She gave as much of a sincere smile as she could manage to him. "Thank you for trying to make me feel better, Ray."

"Trying's all we can do, right?" There was something else in his words there too that she was going to ask about, but he just smiled before she could and headed off, flashing from a teleport spell.

She looked at the spot where he'd vanished and felt a smile tug at her lips too. They hadn't really spoken much like that, but she was grateful to him for trying… even if that emptiness in her heart remained.

Sighing, she started to trudge along the path to her parents' house, hoping to find a little comfort there, if any.

* * *

Shining Armour had thought he had a good day. The patrols had been back on time, with little to report, he'd spent an enjoyable lunch with Princess Cadence and he was secure in the knowledge that Twilight and her friends were safe following the attack that had occurred a few days ago in Ponyville. He had been annoyed at being kept in the dark, but he'd gotten over it, as long as his sister was okay.

That was until he got home later that afternoon, to find his parents with Twilight, who had looked absolutely devastated.

Like any good brother should be, Shining hated to see his sister upset. If it was because she'd hurt herself, he made sure that she was looked at. If it was because she'd lost something, he would do his best to help her find it. If it was because somepony had hurt her, then he wouldn't hesitate to find them and tell them exactly what he thought. In this case, it had been the latter and that was something he really, really wasn't happy about.

When he saw her, it made him feel even worse. She was so distraught, so heartbroken like he had never seen her before. This wasn't that she'd lost her Smartypants doll or had grazed her knee. Something had really upset her and it only made him all the more determined to find out exactly who or what had done it.

He'd listened to his parent's explanation that they'd gotten from her, that in the aftermath of the attack on Ponyville, Dusk had practically broken up with Twilight for some unspecified reason they were now trying to get out of her. His mother was naturally angry, while also wondering what could have happened to cause such a thing. His father didn't really appear sure what to make of this situation. Shining, however, knew just what to make of it.

Telling them he'd be back later, he'd strode out, found out from the nearest guard where Dusk was saying and marched off towards the princesses' royal quarters, almost barged through the doors, was grateful that neither princess was there to stop him and flung open the door to the guest room, thunder in his heart and anger set on his face.

"Who…?" The stallion looked up and his eyes widened with surprise and fear at what he saw. "Shining? What are you-?"

"Don't even think of trying to play dumb with me, Noir!" he shouted, striding up and sending him almost scrabbling away. "You know exactly why I'm here, so don't try to say it's otherwise."

"Shining, please, let me just-"

"No, you let me explain!" he shot at him. "Right now, my little sister is with my parents, looking like she's just had her whole world ripped away from her and I all know is that you're the one that did it! Now, you've got exactly thirty seconds to tell me what you did or I'm not gonna be held responsible for what I might do to you!"

"Fine, fine, I will, just stop and-"

"No, you start, because your thirty seconds already have. Make it good," he growled, already starting to flex his hoof.

He took a few of those seconds to collect himself. "I know that this isn't easy for her… it isn't any different for me, believe me, but it… it's what needs to be done."

"Needs to be done?! Breaking my little sister's heart, without any reason at all, that has to be done?!" he shouted. "You're gonna have to try a lot harder than that!"

"That's all I can tell yo-"

"No, it isn't!" He grabbed him by the scruff of the neck and pulled him up. "I know it isn't, now why did you do it?!"

"Shining-"

"Tell me!"

"I really don't-"

"TELL ME!"

"Because it was me!" he cried. "That attack you heard about on Ponyville, that was me! It was because of me that it happened and your sister was hurt in the process!"

Now, as well as being angry, he was confused. "What do you mean, it was because of you?"

"I'll tell you, but I'd much appreciate it if you let me go," he said levelly.

"You're not exactly in a position to ask anything of me." He leaned in closer. "Explain to me exactly why it is this is your fault and maybe I'll let you go. Maybe."

Dusk fell into a minute of silence to pick his words carefully. With a few stammers and pauses, he told Shining about how, like Luna and Nightmare Moon, he'd had a similar affliction, becoming a pony called Blackhole Doom. It was his darker side who had broken free of his mind and had used his magic to take over Ponyville and attack its citizens.

"You know, you're not exactly making yourself sound much better, because all I'm hearing so far is that you had this guy in you and you put Twilight in danger, when she didn't even know!"

"She did!" he insisted. "She knew about it, but she never spoke to me about it, nor did I with her. If we had… we could have prevented it… but I didn't, I was too scared. He's gone now, I don't hear him anymore. I have her to thank for that and I do… but… I'll never forget what he's done…"

"Right," he said unsurely, still not convinced. "So, did you keep him back before that or something?"

"I did, along with Princess Luna," he answered. "I held him back during the day, she took over at night and it was working… but I failed. He got out that day and… that's when it all happened." He gazed at him imploringly. "I tried, I really did, I didn't want him to hurt her or any of them, but I failed!"

"And why exactly should I believe that?"

"Because it is the truth." He looked to see the Princess of the Night herself standing in the doorway. "I understand you are looking out for your sister, Shining Armour, but I must ask that you release my student. Now."

The dangerous level her voice took and her authority as a princess made Shining comply, although he was about to anyway. Dusk however, didn't appear all that shaken now he thought about it. If anything, it looked like he welcomed it.

His next words confirmed that. "I understand too, Shining and I don't blame you in the slightest for acting like that. You trusted me to protect your sister and… I failed. I failed both of you. If anything, I deserve what you did… and more."

The captain of the guard would have shouted more, would have made sure that he never did anything like this again. Surprisingly however, in the wake of what he'd just heard, he felt his rage ebb and pity slowly start to replace it.

Shining didn't know what it was, but he couldn't really bring himself to stay angry at him. Maybe because his sister had been truly happy with the stallion or that he'd already proven himself to him or that he'd genuinely grown to like him. Truly though, it was how he saw him, how truly pitiable he'd become and how contrite he sounded that he couldn't be entirely angry towards him. Not when he was like this, because Twilight was much the same way.

He looked to Luna, who was watching her student with much compassion in her eyes. He had to admit that when she'd first arrived back, he hadn't really trusted Luna and suspected she might return to the Mare of Darkness if given the chance. But he'd given her the benefit of the doubt and after all this time bore as much ill will to her as he did to her elder. It was almost the same with Dusk, in that sense and it was what prompted his next words.

"Doesn't sound like it to me." Dusk looked surprised at this. "Sounds to me like even though Twily knew about you and what happened, she was still willing to stick by you and you were willing to do all you could to protect her. I get the feeling not many other ponies would have done that, you know."

"I… I still failed though…" he repeated. "I got her hurt…"

"Only because she actually went out of her way, along with all your friends, to save you herself, even if it meant getting hurt." He chuckled a little. "She always was committed to things she thought were important and it doesn't look like you're any different."

"But… why… how would she…?"

"Dusk, look. She's at my parents' house now, crying her heart out and it's not because of what Doom did to her, but of what you've done to her." Looks like her comment about stallions being stupid wasn't entirely wrong. "She doesn't care about what you did or what was inside you, she just wants you. I can tell that much pretty clearly and I don't have to be Cadence to do it."

"I do too… but this is what's best," he muttered, not looking him in the eye. "I'm just doing what I feel I need to do, what I feel is the right thing to do. It's hard, but it's for the best…"

"Best for her or for you, because I'm not really convinced by either." He shook his head, knowing he'd said all he needed to. "You know, I thought better of you, Dusk. I really thought my sister had found a great guy when I never thought she would, neither did my parents. Now though, I see you're not much more than a coward."

"Because I'm trying to protect her?" he asked icily.

"No, for not facing up to what's happened and abandoning those that care about you, at a time when you need them the most and when they do too." He let those words sink in. "I never did have much time for cowards. Sorry for disturbing your rest, Your Highness."

Bowing his head to the Princess, he left Dusk in his room, hopefully having gotten through to him. Regardless of what he thought, he'd made Twilight happy and he looked just as miserable without her as she did without him. Maybe it had worked, maybe not, but he'd done all he could.

He paused when he thought he saw something green out of the corner of his eye. He turned as something flashed yellow, revealing nothing. He was probably just seeing things, some of the setting sun reflecting off a plant perhaps.

Knowing his sister still needed him, he made his way back to the house to try and do what he could for her and try to set the record straight with their parents.

* * *

"He has a point, you know," Luna said in the wake of Shining's departure. "Regardless of what you might think, you need your friends, Dusk. You can't just leave them."

"Easy for you to say…" He sighed and shook his head. "I just don't know, Luna… I need some time to think. Outside."

"Of course," she nodded. "Come by the Canterlot ball room later. I wish to discuss something with you there."

"As you wish…" Almost echoing the steps of his friends, he exited the royal apartments and went out into the courtyard, making his way towards the gardens.

He sat in the glades of the trees, allowing the light of Luna's moon and stars shine on him when they began to replace the sun in the sky. It gave him some comfort that his teacher was still looking out for him in her own way. Not much, but some.

Dusk pressed a hoof to his head, like when he'd had those headaches from his exertions from lessons or when Doom had been tormenting him. This was one was just as bad. He hadn't exactly been entirely convinced when he'd gone through with his decision to leave Ponyville and assign himself to a sort of exile from his friends. He didn't like it, but it was what was for the best, he'd told himself. It would be hard for both him and the girls with the memories they all had.

They'd come for him, as he'd expected they would. Turning them away face to face had been hard too, but he'd still done it. It put his mind into conflict though and he had to use all of his restraint to prevent himself from returning to them the moment they came through the door. He wanted nothing more than to hold Twilight, to let her know just how much he loved her. But how could he, after what he had done? How could she honestly still love him?

Then, of course, his close encounter with her big brother had driven him into further conflict. He wouldn't have really cared if he'd been called a coward for turning down a fight, but he'd been accused of abandoning his friends. In a way, he had, but he'd told himself it was for their own good. Now, with this idea that Twilight still loved him whirling in his head and that he might lose her forever if he didn't act…

What was he supposed to do? How was he supposed to go back, after all that had happened? How could be expected to just forget?

Something reached his ears. Soft hoofsteps on the grass, like somepony trying to sneak up on him.

"Hello? Who's there?" he called out. "I can hear you."

"Darn, I never was very good at sneaking around when I tried," came the casual voice of Ray. "Ironic, considering my abilities, really." He stepped out of the dark, stopping just a few yards away from Dusk, as if he'd just came across him at a coffee shop. "Nice weather we're having, isn't it? Clear night sky, cool air, really refreshing."

"Why are you here, Ray?" asked Dusk bluntly. He wasn't in the mood for his antics.

"Well, apart from having a nice stroll, I'm here to talk about this little problem that you have," he replied jovially.

"Ray, as I've already said, I don't intend to return to Ponyville, so there's no point in-"

"Sorry, not that, that's not the reason I came here for." He looked sympathetically at him. "The way you've been acting recently, I just wanna say first… I get it. How you're feeling, I mean. I really do."

Dusk felt his eyes widen in shock at these words. He knew Ray was good at reading ponies but how could he know that?

"How could you possibly know?" he asked cynically. "How could you know that I feel like I've just had my heart ripped out and stamped on, from the things I've done and have happened because of me? How could you say to me you could even begin to understand how I feel?"

He hadn't meant to sound so harsh, but that was just how he felt right now. He didn't have much feeling towards formalities anymore. Ray, however, didn't seem fazed, still keeping his smile, though it was now a little colder.

"Do you think you're the only one who's made mistakes like this?" While Dusk froze at his words, the stallion pressed on. "Do you think you're the only one who's ever had horrible accidents or tried to run away from your problems? Cause I'm sorry to say you're not exactly special in that area."

He didn't exactly elaborate how he knew this or what mistakes he had made, but for some reason, Dusk felt inclined to believe him. But how could that be possible?

"Okay, maybe I don't know exactly how you feel, but I can take a pretty good guess," he continued. "You feel responsible for what's happened, for hurting your friends in ways that you'd never even consider and that you can't face them again, so you run away to try and spare them more pain. Easier than facing them, right?"

"Yes…" he murmured, calling into question his actions further. "You're quite good at that."

"I try," he shrugged. "I'll tell you something else too."

"I had a feeling you might."

He ignored that and continued. "Like I say, I get why you're acting like this, but I don't agree with it. It's one thing to feel bad about yourself and to cut yourself off, but I feel that only slides when there's nopony else willing to help shoulder your burden. In the past, maybe the way you're acting might be reasonable, but right now you have seven… no, eight friends more than willing to help you fight this pain. Instead though, you're pushing them away and that alone is hurting them more than Doom ever could."

"How would you know that?" he asked bitterly. "They might be better off without me…"

"Wrong again, sorry," he said, shaking his head. "You're the Element of Unity, I did a bit of brushing up my history, I know and as such, the friendship between those girls could never be as close if it weren't for you. Without you… it won't last."

"But… but… what do you mean?" asked Dusk, a little scared now.

"I mean what I said. It may not happen anytime soon, but eventually they'll just drift apart. Heck, it's already started to happen," he said, waving his hoof back towards Canterlot. "I've been around and seen them. Rainbow and AJ are throwing their own temper tantrums, Rarity's being very un-ladylike and being rude to pretty much everypony she doesn't know, Pinkie's hair has gone all straight and long, Fluttershy's crying her heart out no matter what I say and Twilight… well, you know about her. Then there's me, not really sure if this whole thing is actually gonna work or not."

A long silence passed in the wake of his words. Now, Dusk's guilt was really piling up. If Ray was right, then his friends were right now falling to pieces and it was all his fault, when he'd thought he was doing the right thing. He'd forgotten about his responsibility as the Element of Unity and now everypony would pay for it.

"If that's the case then, what do you think I should do?" he asked Ray slowly. "Doom might be gone from my head, but the memories of what he's done still linger, as is my… guilt for what he's done. H He was born of my negative emotions, after all. As long as that's there, I could never hope to feel the same around the ponies he's hurt. My friends…"

Ray just shrugged again. "The way I see it, if Doom was made from your negavtivty and he created these memories causing your guilt, then you're really feeling guilty from your own negative emotion, never mind what's in the middle."

"What? But I still-"

"Look, having darkness inside of you, no matter what form it takes, is nothing to be ashamed about." He let that sink in before continuing. "Light and darkness are two sides of the same coin, a coin called life. Even the most benevolent of individuals have a bit of shadow in their hearts. I mean, the girls were all corrupted by Discord, acting the opposite of their normal selves. Those feelings weren't born of nothing, no emotion can be. Dishonesty, greed, spite, disloyalty, even cruelty, they all existed inside of them, just far beneath the surface. The difference between them and you is they've come to terms with that, while you continue to struggle with yours. That's where the problem is for you.

"Darkness is simply a part of us. It makes us who we are. You seem determined to reject it, but in order to overcome darkness, you have to learn to accept it as a part of who you are. Fighting it will only make it stronger and harder to resist, as you've already proven."

At first, Dusk felt appalled at this idea. It shocked him to his core and at first, he didn't want to accept it. But thinking about it… Doom had only grown stronger, despite his and Luna's efforts and had broken free to reign again. Could it be true?

"Look, whether or not you listen to me and whatever you do as a result, that's up to you." He looked sadly at him. "But as long as you continue to deny this, you'll never be truly happy. You need to learn to trust yourself to be better than it before you think others can trust you. For what it's worth though, I hope you do come back because, believe it or not… well, I consider you to be my closest friend, Dusk. I don't wanna lose that."

With one last smile, he left him in the darkness with his thoughts, the silence of the night following in his wake.

Even though he didn't want to accept the idea, he knew that Ray did have a point. He had battled with his darker side for months thinking he could keep him back and he had returned, stronger than ever. Though it was now past, he still endured the memories of what he had done, plaguing his waking hours and his dreams as they had before, surfacing whenever he saw the girls.

Yet… he remembered times when he had been grappling with Doom mentally and, usually by a word or act, one of the girls had brought him out of his struggle and given him strength. Twilight especially. She'd stayed with him, even though she knew about what dark secret he held, so had Pinkie. If they were willing to accept him for who he was and what he'd done back then, who was to say the girls wouldn't now? They had come here to get him back, all of them.

They still wanted him, even after what he had done. And he'd pushed them away…

Ultimately though, Dusk was still undecided. He'd made a mistake leaving them, he knew that now. If he was to correct it, he'd need to go back. But how could he ever hope to accept the things Doom had done as a part of himself, like Ray had said? But how had he known? What influenced him to see ponies in such a way, but still be cheerful and carefree? If he had done it… was there hope he could?

But he had proof that it could work. Even after Nightmare Moon and all that happened, Luna had returned to the world. It had taken her a while, but she had come to terms with what she'd done and moved on, not letting them get the better of her. She even celebrated Nightmare Night, a holiday that made fun of who she had been, yet she was able to laugh about it and have fun. Because she'd accepted it and not fought with it, like she had been telling him to do by urging to talk to the others. He'd needed to accept it first…

Feeling the need to ask her about it and remembering what she'd told him before, he started to walk to the Canterlot ballroom. He wondered what exactly it was she wanted to show him there, while he walked through the gardens, not feeling as heavy as he did before. It was still a little unclear what he needed to do, but it was better…

He noticed that the lights were out and he could see no sign of activity inside. He pushed the door open and was about to cast a light orb… when they snapped on.

"SURPRISE! Again!" added the late voice of Pinkie after everypony else. "Darn it, not again!"

His vision cleared and he saw them all emerging from hiding places, the ballroom decorated as it had been the last time he was here. Before he could ask anything, Ray teleported in front of him and grinned broadly.

"Surprise! Got ya!" He chuckled and stood next to him. "My idea, just so you know. Cheered up the party master and you didn't see, but her mane perked right back up when you walked in."

"Sure did!" Pinkie pointed to it and beamed. "Ray said you'd come here and that we should throw you a party, like how Twilight had hers here and I wasn't sure at first, but as soon as I saw you, I just felt happy again! You look a little better too."

"Looks like you were wrong about parties too," added Ray.

Dusk finally managed to speak. "You… threw a party for me?"

"Well, since your birthday party was spoiled by your meanie of a brother, I thought it'd be good to throw this one to make up for it when Ray suggested it." Pinkie shifted a little on her hooves. "If we're not gonna see you again, can we at least have one last bit of fun before you go?"

"Please don't go…" Fluttershy's bottom lip started to quiver again.

Even though they wore their smiles and their party hats, he could also see the imploring hope in their eyes, that he might change his mind and come back with them. He looked at Ray, who merely shrugged and grinned. He'd been right. They still wanted him, after everything he'd done, after all he'd said, they didn't want to let him go and to help him.

So who was he to deny them that?

"I don't think you'll need to worry about that, Pinkie," he said, allowing a smile to grow. "I've had a lot of time to think since you all came by and… I think I need to reassess my priorities."

"Does that mean what ah think it means?"

"It does, Applejack." He shook his head and spoke contritely. "I've been a coward and a fool, for a number of reasons that would more than allow you to give up on me. But… if you're willing to take me back then… I'd be willing to accept."

All at once, tension seemed to rapidly evaporate and the girls all cheered, their smiles becoming more genuine and true.

"I think this speaks for itself," beamed Rarity. "Do you even need to ask, darling?"

"It always does well too." He would have returned it, but there was one last thing to tie up and she was walking towards him across the hall, halting directly in front of him. "Twilight…"

"Dusk," she responded curtly.

He flinched a little at the tone in her voice, but carried on. "I just want you to know that, despite all I said… my feelings for you haven't changed. But… I understand if you don't want me back, after all I did. I just hope that, if I lose you as my marefriend… can we still be friends?"

Twilight let the silence hang between them for a good few minutes. Dusk had feared this and braced himself for the worst. It was what he deserved, after all. He expected her to just walk away, if not yell or shout at him for breaking her heart and pushing her away like this.

What he didn't expect was for her to break out in a smile, grab his shoulders and kiss him like she had never done before. His body tensed from the shock, but he soon relaxed into it, the two of them conveying everything they needed to in that kiss. Her forgiveness for him, his reconciliation to her, forgetting about how they'd failed to act before and just expressing relief that it was over now.

When they finally stopped for her, she hit his leg lightly. "You're still an idiot."

"I know…"

"But you're my idiot." She hugged him and he gladly returned it. "I love you, Dusk and I'm never, ever going to let you forget that."

"I didn't think you would," he said with a smile. "Perhaps we could draw up a schedule for regular intervals for these reminders."

"I think I'd enjoy that." She pulled back and beamed, placing something on his head. "I think this is yours."

"Still warm," he remarked, feeling the comforting weight of his hat on his head, followed by a magical aura from Rarity, placing his necklace half back. Now, he was complete. "Thank you. I… I love you, Twilight."

"I love you too," she replied, grabbing his hoof. "Now, let's have some fun. We've earned it."

"I wholeheartedly agree," he replied, exchanging a look with Ray. "I think we all have."

* * *

HOORAY! Dusk has finally snapped out of his funk! Fire Noah and kick him off the boat, because this arc is closed!

But I'm not done celebrating yet. I think the next chapter is a perfect time for fluffiness. It's been a long time coming.


	32. Hearts and Hooves Day

**Hearts and Hooves Day**

Dusk's sleep wasn't an easy one. Though Doom's corruptive presence had been purged from his mind, the memories of what he'd done still lingered. The dreams his subconscious mind created all played around with them, from failing to rescue Rainbow from his attack to besting Twilight in their duel. For the most part, Dusk was left helpless to watch these events unfold before him and try to endure them.

But Luna had recognised the need for control in his mind when it was at its most vulnerable and had begun lessons to help him maintain it: control in the dream world that she resided in at night. Of course, their lessons in this field had only begun on the night he arrived back at Ponyville, so he still had much to learn, but at the very least, Luna was helping to keep his dreams free from the lingering presence of his darker side.

As such, when he awoke the next morning, he still felt some grogginess from having to wake up in the night, but rested enough that he didn't get a total loss of sleep. As before, he had to endure Doom's memories during the day and try to forget what he had done. It wasn't easy, but he had managed it before and he would do it again. Especially now he had help.

He smiled a little while he sat up in bed. The fact that the girls now knew about what had happened and far from rejecting him, had offered any help they could give him to recover made him feel even more like an idiot for abandoning them in the first place. Twilight especially said she intended to do research into spells that would ease his mental anguish over what had happened. The lengths they were willing to go to only served to remind him of the strength of their friendship… and their love.

Dusk had also taken something else from this. He had been willing to take his stand for Equestria before, no matter how much he feared whatever threatened it, but this experience had given him a new kind of strength. No more running or hiding. He would stand by his responsibility as an Element of Harmony and use the memories of Doom's deeds as a reminder to never let them happen again. Whatever the cost.

Provided he'd still have the strength to stand by that promise when it depended on him, of course…

Before he could dwell further on this, he suddenly noticed something. The smell of something cooking wafting upstairs from his kitchen. His curiosity risen as to why that would be, he ventured downstairs. The first thing he noticed was that his home, which had still been in a state after his fit of rage, was now as tidy and neat as he'd left it. What in the world was going on?

His question was answered when Ray poked his head through the kitchen door and grinned. "There you are! Took you long enough to wake up!"

"I woke up at the time I always do." He looked around in disbelief. "Did… did you do all this?"

"Well, I had some help, but yeah," he nodded, with a grin. "But don't thank me yet, this is only the first in a long line of treats for you today, buddy!"

"The first? Why, what have you got planned?" he asked, intrigued. "You don't have to do anything…"

"Not my plan, not my idea," he shrugged. "But I did have to, everypony has their part to play for today. Just you wait."

"You're not going to tell me?"

"And spoil the surprise? What kind of friend would I be if I did that?"

"You could be seen as withholding information when it needs to be known."

"Or I could be seen as upholding the sacred vow of the Pinkie promise and you know what happens if I were to dare to break that," he added with a conspiratorial whisper.

"Yes, that is a powerful bond." He smiled at Ray. "Thanks for this, Ray. I appreciate it."

"No problem and like I said, don't thank me yet, still more to come," he said with a wink.

"I look forward to it." Another thought occurred to him. "Wait, how did you get into my house?"

"Funny thing about having powers of teleportation is that you don't have to worry so much about keys." He grinned disarmingly. "Now, go on. Your next treat is right through there."

"What is it though? Whose idea was this?"

"Go through and see, the answer to both those questions is right in there," he replied, practically pushing him through. "Have fun today!"

The door snapped shut the instant Dusk was inside and he saw what lay within. At the cooker by the window was Spike, wearing his chef's hat and apron, his claws gripping a pan that was sizzling above the fire. At the table, which was set immaculately with a new table cloth, plates and even a little vase with some lilacs set in it, sat the mare of his dreams, who beamed at him when he entered.

"Getting a sense of déjà vu?" she asked, with a wink.

"Quite," he gasped, with a disbelieving chuckle. "You… you did this?"

She nodded without hesitation. "And don't try telling me that I shouldn't have gone to any trouble, because I'm not going to listen."

"I wasn't going to," he said, still standing in shock. "Twilight… what's all this for?"

She giggled at his confusion. "Don't you know what day it is?"

Before he could answer, the baby dragon looked up from his cooking and smiled too.

"Morning bro!" greeted Spike. "How do you like your eggs?"

"Spike… what is all of this?"

"Breakfast," he answered simply. "Now go on and sit down. These omelettes will be ready in just a few minutes."

"Do you remember? You had them when we first met, on your first day at the library," said Twilight, while he sat opposite her. "I thought it would be appropriate."

"Appropriate for what? You still haven't told me what all of this is for," he repeated. "What's so special about today for us?"

"Not just us, but everypony like us. In relationship," she added, with emphasis.

"Why is that… hold on, wait." He looked at the calendar pinned next to his fridge and suddenly it made a little more sense. "I… might be wrong but… is today-?"

"It is." He turned to see her behind him, bestowing a kiss on his cheek. "Happy Hearts and Hooves Day, Dusk. Our first one! Can you believe it?"

"I… no, I…" He suddenly felt a little guilty. "I'm sorry I… should have known."

"Don't worry, you've had… well, a lot on your mind recently." She looked away awkwardly, but recovered before she could dwell further. "But that's fine, just so long as you know now, right?"

"Of course." Needing a distraction from that topic, he noticed she'd placed something in his hoof. A pink card. "Is this… for me?"

"Well, exchanging of a card and/or gift is part of Hearts and Hooves Day tradition," she shrugged sheepishly. "There weren't a lot of choices, but I got you this one and put in my own personal message. I guess you could say I added a little magic…"

Wishing to save her further embarrassment from having to do this in the first place, Dusk smiled at her gratefully and opened the card. Amidst the flowers entwining the border and the love hearts decorating the background, he recognised the neat writing of Twilight and the lingering sparkle of her magic. It was a series of complex looking mathematics, with the equal sign ending in his cutie mark. The message underneath read:

_In every equation, no matter how simple or complex, you are always the answer. Happy Hearts and Hooves Day, my one and only solution._

_Love_

_Twilight Sparkle_

"I know that the message is a little soppy, or a lot, if you prefer, but I wanted to personalise it just for you and not just have some generic message," she rambled. "I can understand if you don't like it, I thought it was a little cringe worthy too, but-"

"Twilight," he cut off, kissing her cheek in return, "I really appreciate it. I will admit perhaps it's a little soppy, but I prefer soppiness from your hoof than whoever mass-produced this card."

She relaxed visibly and giggled. "You know, I had a feeling that you might say something like that. I'm glad you like it."

"My pleasure," he said, levitating it to his mantelpiece. "I'm just sorry I haven't gotten you a card."

"Considering most of the ones I saw, I see that as a good thing," she remarked. "Don't worry, you can make up for it by spending the whole day with me."

He sighed in mock-despair. "That sounds like quite a task, but I'll do my best to bear it."

"How gracious of you," she returned. "Come on, I think our breakfast is almost ready."

She was right, as Spike was just arriving at the table, expertly depositing the omelettes on their plates, even fixing them with garnish and smacking his fingers like a gourmet cook.

"Careful, Spike, you might dislodge a back spine patting yourself on the back like that," joked Dusk.

"Heh, you say that, but I'll bet you'll be glad to taste my exquisite omelettes again," he replied confidently.

"As I recall, didn't Applejack give you the recipe for these?"

"I made my own additions to it," he defended quickly. "Geez, I think Ray's starting to rub off on you."

"Which may not necessarily be a bad thing. I'm sure they'll be delicious, Spike," he noted, still smiling. Though he'd only been gone for a day, he'd missed the baby dragon as much as the rest of his friends.

How had he even considered leaving?

Once again, he had Ray to thank for that. He hadn't wasted anytime professing that it was he who had managed to finally convince Dusk at the party last night and the girls were all quick to thank him, especially Fluttershy. The butter-yellow Pegasus had almost kissed his cheek, but lost her nerve at the last minute. Dusk had just stood back and let him enjoy it. He deserved it, if nothing else.

He definitely felt that, in the wake of their talk, his bond with the stallion had grown. Though he still didn't like the idea that everypony had the potential for darkness inside them, it had helped to comfort him and to see his own darkness in a different way. It had clouded his judgement. If Ray hadn't been there to help him, then…

He didn't want to think about that now. All that mattered was that he was here now, with Twilight and he was going to make things better.

"So, you two both good here?" Spike was asking.

"I think we'll be fine, thank you, Spike," replied Twilight.

"Great! Now, if you'll excuse me…" He left out the kitchen and a few seconds later, returned wearing a tuxedo, carrying a rose in one claw and a box of chocolates in the other. "I've got a mare to see."

"I'm happy for you, Spike," said Dusk. "Even though I must confess I'm a little surprised with how things have turned out for you and Rarity."

"Believe me, you're not the only one," added Twilight.

"Nice to know you two had such confidence in me. Well, look who actually has a chance with the most perfect mare in Equestria. Not that I doubted that I wouldn't," he added quickly.

"I'd be lying if I said I didn't," muttered Twilight. "But I'm happy how things have turned out for both of you. Even if you have to wait."

"Worth it though. Well, best not keep her waiting," he said brusquely. "Have fun, you two."

"The same for you and make sure you don't keep Rarity away for her part in our day," she called after him as the door shut.

"What is her part then?" Dusk asked.

"Well, she's-" She cupped her hooves over her mouth for a moment. "Actually, no, I'm not going to say."

"I mean no offense, Twi, but we both know that you're not exactly the most adept when it comes to keeping secrets."

"But I can always improve and I'm doing it right now by not telling you."

"Not even a little hint?"

"Not even a microscopic one. I want it to be a surprise for you."

"It looks like I'm not the only one that Ray's starting to rub off on," he noted with a smile. I already know his role in all of this. Thanks for cleaning this place up."

"Happy to do it. We actually got the job done very quickly with Ray's assistance." She started to eat her omelette, chewing and swallowing excitedly before speaking again. "It's really amazing what he can do with his teleportation. He can perform it multiple times barely expending any energy and without much thought or effort. Purely instinctual, I've never seen anything like it."

"You must have had a little more experience though," he commented, starting himself. "I mean, you can teleport with relative ease."

"Yes, but not with the kind of speed that he does it. I need a moment of thought to gather my strength and focus on my destination between teleports, which takes about five seconds at most," she elaborated. "He, however, doesn't take anytime at all. It's really remarkable! It's almost like your magic!"

"Just so long as you don't start dating him instead," he said lightly. "Have you asked him about it?"

"I have but, again like you, he doesn't know much about why exactly he can do it, he just knows that he can." He sat and listened while she ran into speculation mode. "I do wonder if it's just this particular part of him or if it affects all of his magical abilities. Would he be just as good at other forms of arcane study or is it some kind of unique specialization? Perhaps it could run in the family, but he apparently doesn't know much about his lineage, so I can't really ask. It could possibly be honed to other branches of magic, like yours can, but I'm not entirely sure."

"You could try some experiments to determine that, like you did with me," suggested Dusk, in order to break her train of thought.

"I was just thinking about that," she nodded. "I could ask him to come by the library and try it out, if he has the time. We could learn a lot more about it, if we put the time in."

Dusk chuckled at the memory of those. "In that case, you might as well break up with me right now and go with him instead, because that's how it all starts for you."

"Well, now you mention it…" She giggled and patted his hoof. "Don't worry, Dusk. You're the only stallion I have eyes for."

"I never thought I'd hear you say that, or anypony really." He rested his on hers in return. "I'm the same for you, Twilight. Putting aside the fact that most of my friends are mares, of course."

"Of course," she giggled. "Don't worry, I trust you around the others, though I think you'll know what'll happen if you do try that."

"I do and I have no desire to make you angry."

"Actually, I was thinking more about what Shining would do to you, but that works too." The two of them laughed it off, not meaning anything by it. "Anyway, let's finish this. We've got a big day ahead of us and I have a schedule to keep to."

"I thought you might," murmured Dusk, resuming his breakfast.

Despite the announcement of the schedule, they were still able to enjoy breakfast without feeling rushed. After all he had been through over the past months and days, Dusk found it nice to simply relax and enjoy time with Twilight like this. It almost felt normal, apart from the obvious…

When they'd finished and cleaned up, they headed off outside where Twilight revealed the next thing she had planned for them, in the form of two tickets which she conjured for him. He had to adjust his glasses to make sure he was reading it right and he was unable to suppress the grin that spread across his face.

"Tickets to see the movie adaptation of _Daring Do and the Quest For The Sapphire Statue_?!" he almost yelled.

"I know!" she squealed. "It was just released last night when you were… you know. But now you're back, I thought we could go and see it."

"You'll have no arguments from me. Although," he said, looking around at some other couples spending time together, "it looks like we're the only ones who would be choosing an indoor activity for a day like this."

"Then we'll just be a little more unique," she said brightly. "Besides, we're not going to be spending our whole day indoors."

"I thought you said you weren't going to give me any hints as to our day," he reminded her.

She looked shiftily around. "That was a slip-up, but it'll be the only one, I guarantee it."

Dusk only shrugged and walked by her side through town. At least they weren't out of place, in that regard. Everywhere he looked, he could see mares and stallions, or on occasion couples of the same gender, enjoying the special holiday. After the ordeal that they'd gone through a few days ago, this was probably what they needed right now. It was certainly what Dusk needed.

He couldn't help but feel some further guilt though. Doom had turned them into bloodthirsty monsters and they didn't remember it. It was a little hard to remain happy with that going through his mind. Fortunately, it was made easier by Twilight's presence, who smiled comfortingly at him and the distraction of three certain fillies, carefully carrying a very large card.

"Okay, now that's impressive," said Dusk as they passed.

"Thanks, we really…" Sweetie Belle, who was carrying one of the corners, suddenly seemed to notice him. "Dusk! You're back!"

"Sweetie, no!" Scootaloo stopped her from rushing over. "We need to make sure this gets to school without anything that might spoil it."

"Oh yeah…" She looked shamefully at him. "Sorry, Dusk. I would give you a hug or something, but we really got to make sure this card stays safe."

Dusk smiled, touched by her concern. "I understand, Sweetie. That certainly is precious cargo you're moving."

"We made it for Miss Cheerilee," piped up Apple Bloom, "jus' ta show her how much of a good teacher we think she is!"

"I'm sure she'll love it," Twilight put in. "You girls are very creative."

"Thanks, Twah'light." She tilted her head curiously. "Are you two spendin' Hearts and Hooves Day tagether?"

"Indeed we are," she said, moving in closer to his side. "We've got a whole day lined up for just the two of us."

"Aww, that sounds really romantic," sighed Sweetie, almost echoing her sister.

"I hope it will be, neither of us have actually spent Hearts and Hooves Day with anypony, though I have read a little about it," she went on. "Did you know that it all started because of a love potion?"

"Really? That sounds-"

"Sorry to cut this short," Scootaloo cut off Sweetie, "but we really gotta get this to school before in case it gets ruined."

"Do you need any help?" asked Dusk.

"No thanks, we'll be fine." Sweetie smiled innocently at him. "I'm glad that you're back, Dusk."

"Me too, Sweetie… me too," he murmured, watching them go. "The simple joys of being a child…"

"Yeah… anyway, shall we?" offered Twilight.

"We shall," he agreed, letting her lead them off towards the movie theatre.

* * *

"That was brilliant!" Twilight proclaimed the minute they were outside. "I didn't think they would be able to pull it off, but it was brilliant!"

"I wholeheartedly agree," he said enthusiastically. "Though I noticed they left some parts out in the movie that were in the book."

"That's not so bad, as long as the big picture remained," she reasoned. "It's good they took the effort to shoot on location, you can really tell in the quality."

"That was only for the jungle though, the temple was a set."

"I know, but you wouldn't think to look at it, especially with the special effects. I mean, that lava almost looked real!"

"Yes, I could tell that by how loudly you gasped and tightly you hugged me."

"It's no different than when you reacted the same way when she was trapped by Ahuizotl, even though we both knew she would escape."

"That scene was still tense to watch though. Still, in the words of Daring Do, 'another day…'"

"'Another dungeon,'" finished Twilight. "They cast her perfectly though. Mareison Ford was great in the role."

"As was Paul Hoofman as Ahuizotl, again with excellent effects to pull of his appearance and he was just having fun with it." He nuzzled her cheek and smiled. "But seeing it was made even better by watching it with you."

"I feel the same," she returned. "Now then, I don't know about you, but I'm rather hungry."

"We could have just bought snacks at the movie."

"Yes, but you know how expensive food there is. It's ridiculous and it would spoil the next part of our day," she said mysteriously. "I know where we can get some better food, at much more reasonable prices."

"And where would that be?"

She began to lead him off into town. "What do you say to lunch at Sugarcube Corner? I'd say it's about time we indulged our sweet teeth."

"That sounds perfect, though I think you're sweet enough for my teeth," he said a little unsurely.

"Aw, you…" His tentativeness regarding flirting was eased by her kissing his cheek and nestling into his side while they made their way to the sweet shop.

No sooner did they step inside, they were greeted by Pinkie, who positively beamed at the sight of them.

"There's my two favourite lovebirds, right when you said you'd be here, Twilight!" she said brightly. "Aw, you two look so sweet, I could just bake you in one of our cakes."

"I don't think that one would sell very well," giggled Twilight. "Is our table ready?"

"Right where you asked, Twilight!" she saluted. "Right over there and I'll bring over a selection of our specials today. It's half price off for really cute couples!"

"I don't recall seeing that posted anywhere," noted Dusk.

"Shhh!" She pressed a hoof to his mouth. "Don't mention it to Mr and Mrs Cake, but I'm doing it just for you guys, so keep it on the down low."

"Oh… I… we appreciate that, Pinkie," he said sincerely. "Just so long as you don't get in any kind of trouble because of us."

"Don't worry about it, I'll be fine," she whispered. "Now, you go sit down. If you need to talk about it anymore, just send me a psychic message and I'll pick it up."

They didn't say anything in response to that, they just went over to the table Twilight had prepared for them and ordered their meal. Since it was a special day, they both agreed that it was okay for them to indulge themselves this once. Twilight even disregarded her specific nutrition schedule just for the occasion.

After Pinkie had brought them the sweets and cakes of their choice, they sat and talked, mostly about the events of the movie. The conversation soon turned to the subject of Luna and his on-going education with her.

"It'll be quite a while before I have total control of what I dream, but she tells me that, if I do master it, I'll be able not only to influence my dreams, but peer into others as well," he told her.

"That sounds like it would a useful ability, although just be careful whose dreams you end up intruding on," she warned.

"I'll make sure of that. If you or any of the girls would prefer to keep your dreams private, I'll comply, but like I said, it'll take a while before I'm at that level," he reiterated.

"Hm, I don't think I'd mind too much if you came into my dreams," she said in a rather alluring voice. "It just depends on the dream."

"Um… why, what do you usually dream about?"

"Most of the time, nothing really important but sometimes… you're in them…" She lost her sensual approach and started to blush furiously. "And… well… we um…"

"We what?"

"Um… well… so, what about the rest of your training?" she asked, abruptly moving the subject away from that. "I heard that you might be practicing some other magic too."

He decided not to broach further into that last topic. He had a pretty good idea of what she might have been referring to anyway. "You heard correctly. Luna said that I might start using my puppets as methods of communication, as well as learning to manipulate shadow as well as light."

"Shadow magic?" she asked, intrigued. "Luna's one of the few who's truly mastered control and manipulation of darkness. In the wrong hooves, it can be quite a corrupting influence."

"She did mention that, but… I have been told that I need to accept my… my darkness…" He trailed off slightly. "After all, these powers have been… unlocked by past events. Might as well learn how to use them…"

"I see…" From the look on her face, this was a topic she'd wanted to avoid as much as he did, but they had to discuss it now. They'd put it off for too long. "Is it true? That Luna thinks that this was caused?"

"It is," he confirmed. "She found me after the party, explained about what had happened on the night… he came back. She said she couldn't get into my dreams, that something was barring her entrance. Something inside me…"

"Not Doom? Could he not have done it?"

"She said it was something else, something that gave him additional strength to return and that might have been given to me without my knowledge," he explained. "I remembered from the point that it started to get worse after we'd spent so long keeping him back… it was when I drank some cider the Flim Flam brothers gave me."

"Those two salesponies?" she asked with a note of disbelief. "Why would they want to bring back Doom? How would they even know?"

"I don't know myself, but that's what I told Luna." He glanced out of the window towards Canterlot. "She said there might be another influence, but she'll deliberate on this further and launch a full investigation into the affair."

"That's horrible, that somepony would want to do that to you," she whispered. "Does she think that the brothers or whoever told them to do this present a threat?"

"Partially, but she also mentioned that this was personal," he recalled. "She wants justice for what happened."

"I can't really say I blame her. If somepony has tried to hurt you like this…" She growled low in her throat before remembering herself and calming down. "How are you, by the way? Since he isn't in your head anymore, I mean?"

"In comparison to before, much better," he answered with complete honesty. "I really can't thank you enough for what you did, Twilight."

"I know, but… I'm just sorry for what it did to you." She hung her head in shame. "Believe me, if I'd known what it would do, I would have found another way but…"

"Please, Twi, don't blame yourself for what happened," he pleaded gently. "You couldn't have known the result of that spell, but at least it did what it was meant to. That's what I'm thankful for."

"I know, I'm sorry but… it's hard not to think about my role in it," she sighed. "What about your memories? How are you handling them?"

"About as well as can be expected," he answered. "I mean, they're still there… they always will be, but… I can cope."

"Well, remember, you don't have to do it alone anymore." She reached out and placed her hoof on his. "I'm here for you, we all are. We'll help you get through this."

"I know…" He gazed right into her violet eyes, showing nothing but a desire to see him at peace. "Thank you, Twilight. It's hard… after all I've done, I… I don't think I deserve you."

"Come on, you can't blame yourself either," she urged. "It wasn't your fault, none of it was. It was all him and he's gone now."

"I know, but I still-"

"No, I don't want to hear any more of that."

"Even so-"

"Dusk." She levitated a cake into his mouth, ending what he was about to say. "I said no more."

With some difficulty, he chewed and swallowed the treat. "Twilight… was that necessary?"

"In light of the situation, yes it was," she said in an upbeat tone. "I'm not letting you feel sorry for yourself today."

"Very well then," he said, feeling mischievous in the wake of that. "Then allow me to repay you in… oh my gosh! I'm sorry!"

"Dusk!" He'd missed her mouth and the cake had hit between her eyes. "Why would you do that?!"

"Twilight, I'm so sorry, I didn't mean-" He was cut off by a cake that was shoved into his face, followed by Twilight's giggling. "Okay, now we're even."

"My turn!" a bright voice said, followed by two custard pies in both their faces.

"Pinkie!"

"What?" She smiled sheepishly. "I thought you two were having a cake fight and it looked like fun."

They wiped cake out of their eyes, Dusk from his glasses, exchanged a look with each other and shoved cakes at the same time in Pinkie's face.

Fortuntaely, it didn't go any further than that, but they decided they'd had their fill of cakes for today. They paid for their sweets, at half price like Pinkie had said, who winked and placed some of her own bits in the till so they wouldn't be missed. They had just stepped back out into the street and Dusk was going to ask what their next destination was when…

"Twah'light! Hey, Twah'light!" They both looked to see the Cutie Mark Crusaders running to catch up with them. "Didn't ya say, this mornin', that Hearts and Hooves Day started 'cause of a love potion?"

"And that you read about it?" added Sweetie Belle.

"We're just a little curious about it," finished Scootaloo.

Dusk was taken aback somewhat by this sudden interest, but Twilight was more than happy to answer them.

"Why, yes I did. If you like, the book I read it from is in the library in the History section under H," she told them. "It even has a recipe for it, though I wouldn't advise making it yourselves."

"Oh, we won't," said Scootaloo quickly. "Like I said, we were just curious, thanks."

"No problem, happy to help. If you're interested in that, I can recommend a few other books that you might-"

"Twilight? They're already gone."

"They are?" She looked to see that he was right. "Wow, they certainly seemed eager."

"That's what I was thinking…" He shook away the thoughts that started to enter his mind. "Anyway, where to next?"

"Well, first we've gotta meet Rainbow for pick up. This way." While they walked, she continued the thread of topic that had started with the arrival of the Crusaders. "Technically, that's not wholly true. It was a love poison, that ended up practically destroying the kingdom."

"Yes, I remember reading a little about that," recalled Dusk. "As a result of it, Hearts and Hooves Day was created to serve as a reminder that true love comes from expression of feeling and genuine emotion towards your special somepony, not from attempted coercion through magic and alchemy."

"Good to see you know your facts," she complimented. "I figured you would though."

"I like to think I know my history, even for a day I more considered to be Singles Awareness Day than anything else."

"True enough, although I think awareness was specially raised in our case," she added, nuzzling his cheek affectionately.

She led the way to the outskirts of town, where the cyan Pegasus was waiting with a cloud, large enough to fit two ponies on it.

"Took you two long enough to get here," she said a little harshly. "You cast that spell that lets you walk on clouds?"

"Hold on a moment…" Twilight took about ten seconds to cast the spell on both of them and hopped onto the cloud. "Ready when you are."

"Good, let's get going then," she said, still with a bit of an edge in her voice.

Pushing their cloud along in silence, she carried them up into the city of Cloudsdale, as magnificent as ever and with one new addition set up near the edge of it. It was a structure large of pink clouds, easily fifteen feet tall and encircling the width of Cloudsdale, arranged into a long, heart-shaped tunnel with a rainbow-coloured river running through it.

Dusk had heard about this particular wonder of Hearts and Hooves Day, already being ridden on by plenty of other couples, mostly pegasi, boarding pure white boat clouds and floating gently down.

"The Cloudsdale Tunnel of Love," he said, stepping off the cloud. "A remarkable and wonderful attraction I never thought I'd see."

"Now you can," said Twilight, joining him. "Thanks for the lift, Rainbow."

"Yeah, have fun I guess," she muttered, starting to fly off.

Knowing that he needed to do something about this, Dusk turned to Twilight, who was already nodding and ushering him.

"Go talk to her, if you feel you need to," she assured. "I'll get us a boat."

He smiled his thanks and jogged to catch up with her, the Pegasus turning to face him, though her eyes wouldn't remain locked on him.

"Yeah, what is it?"

"Rainbow, wait." He paused to consider his next words. "Thank you for this and… I forgive you. I only hope you can…"

She seemed a little surprised by this and a little guilty. "Dusk… you don't have to-"

"Yes, I do. I know what happened was complicated, but I know why you felt the way you did," he went on. "It's all in the past now, so… am I forgiven?"

He didn't know if it was enough, but he could see something leave her eyes as she smiled. "Already have. Now, go on. Don't wanna keep her waiting."

Dusk hesitated for a moment, then hugged her. They didn't have time to discuss what had happened, but he hoped this would be sufficient to show her how contrite he was for it. She returned it and he could tell that it was. She pulled away, gave him a light punch on the arm, winked and flew off.

"You say what you needed to?" asked Twilight as he stepped on with her.

"I think so," he answered, just as the boat started to move.

Soon, the outside world was gone, replaced by a soft, welcoming world, filled with nothing but the welcoming shapes of the clouds, some arranged in romantic shapes and forms like pegasi couples flying together or unicorns performing a spell in unison, the radiant reflection and trickling of the multi-coloured water and the mare he loved beside him, sharing it all. She was gazing around in wonder at the beauty of it all.

Dusk tried to recall his feelings that he had prior to this, where he had thought it best, though hard, to leave her and to live his life without her. Nothing at all came to mind, all of it completely gone now that he was with her here. How had he even begun to consider it?

"Beautiful," he sighed.

"It is, isn't it?"

"I wasn't talking about the clouds," he mumbled.

"Careful, Dusk, I've already had my fill of sweet today." She leaned in and kissed him briefly on the lips. "But it's always nice to have a little extra."

He blushed and cleared his throat. "Thanks… In all seriousness though, his is really quite a sight, especially considering what they've done with it here."

"It really is," she agreed. "They gather up these clouds all year round and prepare them for today in a Tunnel of Love, then add in the rainbow river and open it up. I've read about it, but I've never seen it. Mainly because I'd never been to Cloudsdale and… I never had a special somepony to share it with."

"You weren't alone in that respect, I assure you." He reached out and plucked off a bit to examine. "How is it they turn pink anyway?"

"I was hoping you'd ask me that." As he suspected, Twilight knew the answer. "At a certain time of day, the sunlight travels further through the atmosphere and because it travels further, most colours along the spectrum, like blue, scatter away so that the clouds are left in a pinkish hue. It's another reason why I wanted to come here."

"Why?"

"Because the time of day that it happens…" She turned to him and smiled warmly. "Is at dusk."

This announcement was enough to render the stallion speechless, expressing his feelings only by allowing Twilight to snuggle closer into him and to kiss her forehead. She really had gone to lengths that every detail in their special day was planned to make it as memorable as possible. They lapsed into comfortable silence, allowing the cloud to gently drift along the river, bathed in the pink glow of the sun peeking through the clouds.

As Rainbow had left by the time they got out to attend to other matters, Dusk provided them with a way to get down on a colour cloud, aided by energy lent from Twilight. The spell she'd cast on their necklace halves hadn't gone completely and they weren't really planning on letting it go either. It increased the connection they shared with one another and it might come in more useful later.

Telling him where to go next, Dusk already started to suspect who had prepared this next part of the date for them and he was right when he saw the debutante waiting in the spa reception for them.

"And here you are, right on schedule," she trilled. "You'll be pleased to know that your session is planned for and lined up, as are the clothes for afterward, courtesy of moi."

"Thanks again for this, Rarity," Twilight said. "It really was nice of you not only to plan it out, but to pay for it as well."

"Think nothing of it, dear," she dismissed. "It's only once a year, after all and I would not dare on missing out on making this the most memorable day for you both. In the wake of all that's transpired, you deserve it."

She sent her charming smile Dusk's way and he tipped his hat in return while she inclined her head. As his romantic advisor, she trusted her in the belief that she knew exactly what she was doing for her part in this.

While they prepared to their treatments, she engaged him in casual conversation about the day's events.

"Enjoying your Hearts and Hooves Day so far?"

"Today has been one of the best days of my life," he said without any doubt. "Something else I have you to thank for. And Ray and Spike, of course."

"Of course," she tittered. "We were all happy to play our parts, darling, though the finale has yet to happen."

"I'm still in the dark about that," he admitted. "How's yours been?"

"Oh, simply divine!" she told him. "Spike has been such a little gentledrake to me, treated me with complete respect and civility, always asking where I want to go first and making sure I have the best time."

"Good to hear," remarked Dusk, knowing he didn't need to ask about Spike.

"We were at Sugarcube Corner before we came here and I saw the strangest thing," she whispered conspiratorially. "We were sat at one of the tables, when who should arrive just as we're leaving, but Big Macintosh and Miss Cheerilee!"

Dusk, who had little interest in gossip, made himself seem politely intrigued. "Really, those two?"

"I know, I wouldn't have thought it either. I never realised they had anything in common, but they seemed quite into each other." She frowned at this. "Very much so."

"In what way?"

"I don't think you'd believe me if I told you." She looked thoughtful for a moment before making her way out. "Anyway, I'd best leave you two alone. Spike's got a picnic planned for us, while we're watching the sunset. Doesn't that sound darling?"

"I'm sure it will. Enjoy yourself," he called to her, donning his woollen white robe and stepping in to the spa.

He'd only tried a few of the treatments when he was last here, but for the next hour he allowed himself to relax while a combination of the attendants, steam, herbs and hot water soothe and relax every aching muscle and bone in his body. Twilight too was utterly relaxed, remaining by his side when she could and he by hers, such as in the hot tub or steam room.

Though he felt a little foolish when it came to things like seaweed wraps and mud baths, he decided to give them a chance anyway and found that even they added to the feeling of being a completely new pony by the time he'd finished. Spike was right, a hooficure was just as good for guys as it was for girls.

At the end of it all, when the sun was beginning to dip in the sky and Dusk couldn't imagine what else she had planned, she completely surprised him by revealing the clothes Rarity had prepared for them for the final part of their day.

"Twilight," he asked, while she levitated a cowcolt outfit and hat to him, "what exactly is this for?"

"Don't worry," she replied, leaving to change into a cowfilly version in the changing room, "you'll see soon enough."

* * *

"Howdy, jus' the two ah was hopin ta see here tanight," Applejack greeted when they arrived at the farm. "Nice ta see yer both lookin' the part an' that ya both look good on it."

"Thank you, Applejack," replied Dusk, aware of how much the Stetson he now wore matched hers. "I wasn't exactly sure what Twilight intended with this apparel, but I can see clearly now."

"Glad that's been cleared up then," she chuckled. "Everypony else made an effort too, since we made it part-a the dress code. Don't worry, you two'll fit in jus' fine at the Apple H&H Barn Dance. Host it every year."

"I thought it would be a good way to end the day. I've never been to a barn dance before," said Twilight excitedly. "I've heard they're quite lively compared to most dances."

"Don't y'all worry, we go through all the dances 'fore we do 'em fer real," assured Applejack. "Even if ya start fallin' over yer own or yer pardner's hooves, don't worry, everypony else'll most likely be the same."

"Yep, jus' saddle up an' ride, yeehaw!"

"Ray, ah ain't gonna tell ya again 'bout tryin' ta do ma accent!"

"Yes you are, because I'm going to try it again!" he returned with his signature grin.

He passed one to Dusk, who certainly felt like smiling after the day he'd been through and the upcoming dance. Since in a barn dance everypony had to participate and dance with each other, he wouldn't feel quite as embarrassed as he normally would.

"Is Fluttershy ready for her bit?" whispered Twilight, when she thought Dusk wasn't listening.

"Don't worry, she's ready an' waitin' ta step in when she needs ta," confirmed Applejack. "Great work actually managin' ta keep this secret from him."

Well, let's keep it that way then," she said quickly, when she saw him looking. "How much of that did you hear?"

"Nothing at all," he said lightly.

"Either that, or he's jus' actin' like he don't know just so ya don't feel bad," corrected Applejack. "Better take yer places, we're about ta start."

Wondering what it was Fluttershy would be doing at this point, but knowing that it would be better now to just wait and find out, Dusk stepped in line with the other stallions, all dressed as he was and stood opposite Twilight, who was in the line of mares.

As Applejack had said, she demonstrated with her dancing partner what they all needed to do before the band played up their upbeat country rhythm and the dance got going for real. Luckily, since everypony else was doing very much the same dance and thanks also to the easy beat of the music, it was easy for Dusk and Twilight to keep track of what they needed to do, with only a few stumbles or trips.

A few moments stood out in his mind. As Rarity had said, Cheerilee and Big Mac were dancing partners here, matching each other quite well. Spike tried to join in as best he could, but in the end he was more thrown than swung around the dance floor, though Rarity made sure to keep him back on track. Pinkie was among the most enthusiastic of the dancers, as one would expect, though even her partners were surprised, Dusk included when he came to her, at being bounced so high they almost hit the ceiling.

After the relaxing session at the spa, Dusk found himself worn out but always having fun by the end of each dance, only getting his parts mixed up about three times overall, with Twilight tripping up two of her partners by accidents. By the end of it though, he was ready to rest and wind down from all of the day's activities.

It turned out that Twilight had planned this too, finally getting to see Fluttershy's part.

"Whooee," Applejack gasped into the megaphone but smiling good naturedly, "ah don't know 'bout y'all, but ah'm bushed. Just ta help y'all wind down, we got one last dance here for ya ta slow things down a lil'…"

She stepped off the stage, as Fluttershy accompanied by her bird choir took their place next to the band. She smiled sweetly at Dusk, which he returned before she raised her baton and began to conduct her feathered choir in a slow, melodic tune, added to by the string instruments of the band.

Dusk turned to Twilight, bowing and sweeping off his hat. "May I have this dance, miss?"

"Good sir, I'm flattered that you'd ask," she returned, curtseying and taking his hoof.

A few other couples joined them on the dance floor, but they mostly ignored them, only ever acknowledging them to make sure they didn't get in their way while they danced. It had been just as perfect as when they danced in Canterlot, but somehow, being surrounded by those they considered their friends and neighbours just made it… better.

Even if Dusk still felt slight twinges of guilt when he was reminded of what happened, he remembered that it was Doom who did that, not him and the memories in his head weren't his. Those who did know still wanted him and would help him get through this. They'd already proven that today and he was never, ever going to doubt that again.

"I could go for some fresh air, I don't know about you," whispered Twilight in his ear.

"Sounds perfect," he agreed, keeping a hoof on hers and quietly pushing past the other couples dancing.

On their way out of the barn, however, they happened to catch one last thing that made them both share knowing smiles. They had both noticed Ray sidling up to Fluttershy, who had left her birds to carry on singing and he took the opportunity to talk to her.

"Hey Flutters." He rubbed the back of his head in the awkward way he did. "Good work, with the birds I mean. Getting them to sing like that, you know? It's um… it's good. Really good."

"R-r-really?" Her cheeks went red and she diverted her eyes. "Um… thank you, Ray. That's… nice of you to um… to say so."

"No problem…" A tense moment of silence passed between them, shuffling on their hooves. "Everypony… seems to be having a good time."

"Yes um… they do. I was just-"

"Would you like to do dance?" he asked abruptly. "With me, I mean?"

She stared at him in stunned silence. "You… you want… to dance w-w-with me?"

"Just if you want to," he said quickly. "You don't have to but… I thought… it would um…"

"If you don't mind… then… I'd love to dance with you, Ray," she muttered, though with evident excitement in her tone.

"Wow… really?" Ray seemed just as surprised she'd accepted. "Great! I mean, good um… I'm uh… not much of a dancer…"

"Oh, that's okay. It can't be too hard, right?" They shuffled on hooves awkwardly for a bit longer. "So… are we gonna…?"

"Oh yeah, yeah." He made an effort to seem casual. "Let's go then!"

"I think I'll learn the aftermath of that tomorrow," Dusk whispered to Twilight, stepping into the tranquil silence of the night.

They walked through the apple orchards, the gentle music of crickets echoing in the night with the rustling of the leaves and grass, the light of Luna's moon and stars shining down on them. Almost like she was watching over them too.

"So," Twilight asked, turning to him, "best Hearts and Hooves Day ever?"

"The best one so far," he said. "I really enjoyed today with you, Twilight. You planned all of that, just for us?"

"That shows how much you think of our relationship then," she scoffed playfully.

"You were the one who took your time owning up to how you felt," he retorted.

"Then I just made up for it, didn't I?" She looked sincerely at him. "Like I said, I'm going to help you through what's happened and right now, I just want to show you that, right now, I just want to be happy. With you."

"You certainly succeeded at that." He leaned in closer to her. "Thank you, Twilight. Although, I think it's the stallion who's meant to do things like this."

She responded, leaning in as well. "Do you mind that we defied convention just this once?"

"Not at all…"

When his lips met hers, he felt a much brighter spark course through him from the kiss, like he'd never felt before. Twilight must have felt it too, for she responded to it by deepening the kiss, making it far more passionate than any they'd shared before. It wasn't just that they liked each other anymore. This was a true sign that they really loved each other and one that Dusk wasn't going to overlook.

When they broke apart for air, their cheeks were both a deep red, but neither of them felt any embarrassment or uncertainty for what they'd just shared. For Dusk, it was only further assurance that he'd made the right choice by coming back. By staying with her. This perfect, wonderful day had already shown that and he was looking forward to more.

Even if, he realised, he hadn't gotten her a card. Oh well, nothing's perfect.

* * *

Awww, wasn't that sweet? The song played slow at the end was Let's Ride Into The Sunset by Tony Vice. Sorry this one is a little shorter, but I hope you all found it satisfying anyway. I found it nice to write something like this after all the depression.

Next time though… well, here's a hint. Dusk has met Twilight's, so I think it's about time she met his, don't you?


	33. Parental Guidance

**Parental Guidance**

Working on a farm meant that Applejack always had plenty to do. Just this morning, she was with her family in the barn cleaning up any remaining mess from the Barn Dance last night, had her breakfast, fed the pigs, did a little bit of applebucking with Ray and her sister, made sure her sister had done Big Mac's chores correctly from her and her friends punishment from yesterday and was now taking her apple cart towards Ponyville for selling of their stock for the day.

Most ponies would probably end up asking her how it was she didn't collapse from exhaustion from having to do so much, but having done this every day of her life, she was used to it. Sure, it could be exhausting and taxing at times, but in the end it was always worth it for her family. Apple Bloom, Big Mac, Granny Smith, her friends…

She shook her head and smiled at the thought of them. Now, if there ever was a group that left her exhausted and taxed at times, it was them. Running and fighting evil monsters, brushing with death and saving Equestria every other week and that would practically be a normal day. And she wouldn't trade it for anything in the world. There was nothing she wouldn't do for them, the wake of recent events only serving to cement those views further.

She still stood by her proposal if Dusk ran off again, which she didn't think was likely, but always served to be prepared.

Setting up her applecart in her usual spot in the town square, she began to cast her eyes around for potential customers, but that wasn't all she searched for. Being in Ponyville for such a long time, knowing how things looked when they were in order meant that she knew when ponies looked to be in need of help or new ponies in need of some kind of welcome. Being the mare she was, she would be inclined to provide either and in a certain case, they might need both.

One such example caught her eye, in the form of a couple standing in the middle of the square and looking around in evident confusion. The mare had azure fur and a darker shade in her long, well-combed mane and tail and was casting her gaze around with more evident distress than her companion. His fur was charcoal, his mane and tail were brown, neatly kept and well-cut, exuding a certain air of self-confidence.

It was clear what it was to her. She didn't recognise either of them, so they must be new in town and looking for something. Not sure if she was driven by her willingness to help others or some strange sense of familiarity from them, Applejack approached them with her best smile.

"Howdy folks!" she greeted. "Anythin' troublin' ya today?"

"Ah, no, thank you miss," replied the stallion, in a polite voice but with a slight curt tone to it. "My wife and I are just fine, merely getting our bearings."

"Always a good thing ta get, if nothin' else," she said, keeping friendly. "It's jus' y'all look like yer in need of a lil' direction and ah'd be willin' ta provide, if yer new in town."

"We are but, as I said, we're fine," he repeated. "Now, I'm sure you wouldn't want us to be taking up anymore of your valuable time, so if you'll excuse us…"

"Abacus, dear," murmured the mare, in a quiet voice, "maybe it would be best if we asked this young mare for directions."

"Chord, we don't need directions, darling," he muttered in return. "I'll find where we need to go, don't worry."

"I'm not worried and I have confidence in your abilities," she said quickly, "but wouldn't be quicker if we asked where to go rather than just guessing?"

"We're not guessing, dear, we have common sense," he said, his voice becoming strained a little. "We can find our way there."

"Abacus, please," persisted the mare, apparently called Chord, "we want to find him quickly, don't we? I mean, it's just a suggestion, but she has offered."

The stallion, Abacus, seemed to consider, his eyes flitting from his wife to Applejack, who waited for his decision. He didn't seem to like the idea of asking for her help, for some reason. Just proud of himself, like stallions tended to be. Not that she was going to judge him when she barely knew him. She was just a good judge of character.

Finally, he conceded and sighed. "If you insist, Chord. Ask her, if you must."

Chord grimaced a little, but there was an amount of understanding in the look she gave her husband before approaching Applejack.

"Could you tell us where we might find the library, please?" she asked delicately.

"A-course!" She pointed with her hoof down the street. "Jus' follow that there road, take a left an' look fer the tree in the clearin'. Ya can't miss it."

"Thank you very much, miss," she said sincerely. "It's very kind that you'd take the time to help us."

Applejack bowed her head humbly. "We aim ta make folks feel welcome here. Glad that ah could help."

"We appreciate it." Her husband was looking away rather pointedly. "Well, we'd best get going. Thank you again for your help."

"No problem, y'all take care now!" she wished. Abacus nodded stiffly, while Chord smiled genuinely at her before following her companion.

Applejack remained standing there for a few moments, watching until they were out of sight. Even while she spoke to them, that strange sense of familiarity from them had only grown. The way looked and the way they spoke, the way they carried themselves, they were obviously from Canterlot. Had she seen them there before and that was why?

No, it couldn't be that. It reminded her of something, but she couldn't quite put her hoof on it. What was it…?

Still wondering what it could be, she returned to her applecart, was met with a few customers and swiftly let it pass from her mind. If she saw them again, she'd ask them about it but for now, she had other pressing concerns.

Even so, she was a little curious why they came all the way here to go to the town library…

* * *

Dusk whistled a merry tune while he strode down the road, the warm rays of the sun gracing his skin and a gentle breeze blowing through his fur. There was a small gathering of clouds for what looked like a bout of rain later, being prepared by the minute forms of Pegasus ponies, but he wasn't so concerned. He did work indoors after all.

In the wake of yesterday, he couldn't help but feel like nothing would get him down today. The memories that Doom had left in his mind still lurked like creatures in the Everfree Forest, but last night he'd been shown that not only did his friends show they were willing to help him through it, but that they didn't care. Doom had just been a monster and now he was gone. If they were willing to forgive it, why shouldn't he?

This was made easier by both the actions of Twilight and Luna last night. The former had performed a spell she'd found that gave him the strength to remember that the things Doom did were out of his control and were just nightmares now. The latter had started to teach him in further power over his dreams, keeping his sleep a lot more peaceful than it had been. There was still some work to do, but it was a start.

Even so, he was awake now and nothing Doom had done was going to be bothering him today. Well, nothing much at least. He would keep himself occupied by getting back into his usual routine at the library and have a good day with Twilight and Spike, which was always a guarantee.

Twilight Sparkle… his thoughts had been on nothing else. She loved him, she actually loved him! If he had been in disbelief when they'd first started their relationship, he was convinced that this too was some kind of dream. Only it wasn't. She loved him, despite what he'd done and how he'd acted. Something he'd been foolish enough to ignore.

Well, not anymore.

"Morning bro!" greeted Spike, when he entered. "You look better than you have been and I think anything would be better than what you have been."

"My thoughts exactly, Spike," he returned, depositing his saddlebag on the hook and hoof bumping him. "What can I say? I know it sounds cliché, but I'm in love and nothing can get me down."

"You're right, that does sound cliché, but I guess I can't talk," he shrugged, his expression becoming dreamy. "Guess we're just two guys in love…"

Dusk opened his mouth to respond to that, realised how strange that sounded and decided to keep it to himself. Fortunately, his attention was diverted by the mare who was occupying every possible space in his head.

"Dusk, there's- WHOA!" She was cut off by Dusk catching her in his aura and kissing her lips briefly before letting her go. "Wow, since when did you get so feisty?"

"Miss Sparkle, why ask questions that you already know the answer to?" he responded brightly.

"It always does good to double-check for facts, that just makes it more satisfying when you find out you're right." She smirked and pulled him in for a kiss too. "And it looks like I'm right too."

"As always," he said. "Anyway, I believe you were about to say something before I rudely interrupted?"

"A rude interruption, but not entirely unwelcome," she countered. "Anyway, I was going to say that there's two ponies just through there who've come looking for you."

"Your parents?" he assumed. "I expected this might happen soon enough, but I'm willing to tell them whatever I need to say for upsetting you that night."

"Oh, don't worry, I've already made it clear to them considering that," she assured. "They say they know you though and I do have an idea…"

"Well, I'll go and see for myself." He gestured for her to take the lead and followed her through to the next wing.

"Here he is," she said to whoever they were. "Just got in a few minutes after you did, like I said he would."

"I do like to be punctual," he said from behind her and stepping past. "Is there anything I… can…?"

He trailed off when they saw who they were and stopped in his tracks, suddenly not feeling as good has he had been. Two ponies whom he hadn't seen for such a long time and he didn't think he'd be seeing anytime soon. Yet, here they were, staring at him from across the room like they were just as surprised to see him as he was.

"Am I right then?" whispered Twilight. "Are these… your parents?"

Dusk didn't respond verbally, barely even looked at her. He nodded once and that was it.

"Right…" She shuffled on her hooves for a few moments. "I'll… give you a few moments."

Dusk would have tried to stop her, to tell her that he needed her to help him face this, but he was so shocked that the thought didn't even occur to him until she'd left the room. He was facing this task alone. The silence that hung in the air was unbearable, but he was a complete loss as to what to say. What exactly could he say?

"_Oh, hey mom and dad. Guess what? I'm a student of royalty, I'm dating a student of royalty, I'm part of the most powerful magic in Equestria and I've been battling with hydras, giant snakes, the lord of all chaos and strife and an evil dark side who would probably snap your necks like twigs if he were here. So, how have you been?"_

Yes, that would certainly go down well. But they were bound to know, maybe that was why they were here. But then, why hadn't they come sooner? Actually, he knew the answer to that question already.

Finally, it was his father who broke the silence, keeping him in a cold, impassive look. "Hello, son."

He gulped and forced out a response. "Hello… father. Um… how have you been?"

"Quite well, yes," he said in a clipped voice. "And yourself?"

"Um… couldn't… couldn't be better," he stammered.

"Well, speak louder then, boy," he snapped. "I know this is a library, but you don't have to be quite so quiet."

Normally, he would have flinched at such a comment, something he would have expected from those rare moments when his father actually acknowledged his existence. In truth, he did a little, but he also had his mind working on a retort, something the old Dusk would never have done. But a lot had changed since then, as his Abacus Noir was about to find out.

Before he could though, the gentle voice of his mother reached his ears and had the effect of water extinguishing a fire.

"Oh, Dusk, look at you." Pride welled up in her eyes, a smile that would stop a raging dragon on her face. "You look so grown-up, it's… it's hard to believe."

"Thanks… mother," he replied sincerely. Regardless of what he might think of his father, his mother Chord at least always made him feel better about it. "You're looking well yourself…"

"Still as polite and sweet as I remember," she said fondly. "Come here, let me have a good look at you… oh, you look so handsome. You always did, but my, it's really grown on you now. My little boy, all grown up."

"Mom, please… but thank you anyway," he mumbled.

"Accepting compliments now?" Was that a hint of approval in his father's voice? "It seems a lot has changed since we last saw you."

"I like to think so," he replied, not as nervous as before. "I'm sorry it's been so long I… I've just been busy."

"Oh, we know all about that," said his mother proudly. "Our son, an Element of Harmony, saving Equestria and keeping us all safe. Just like when you were younger, pretending to be Daring Do in the backyard."

"I um… I hadn't thought of it like that," he mumbled, heat rising to his cheeks. "But… what are you both doing here?"

"I thought we had just made this point," his father said impatiently. "Since such a large amount of time had elapsed since our last meeting, your mother and I thought it high-time that we pay you a visit here."

"This really is a lovely place," added his mother. "Such nice ponies, so peaceful. You must be very happy here."

"I am, yes." He must have let a harsh note creep in, for his mother recoiled a little and his father raised an eyebrow.

She was immediately contrite. "Dusk, we're so sorry that we haven't kept in better touch. You might be grown up but… we're still as busy as ever. But, with all that's happened, recently in particular… we just wanted to see you. We've missed you."

Dusk would have said that it wasn't as easy as that, that all the things that hadn't happened to him without them even being here couldn't just be forgotten with an apology. But seeing the look in his mother's eyes, the irrefutable truth that all she wanted was to see her son, the words were lost and what came out instead was:

"I've missed you too." Like they were the trigger words, his mother choked in her throat and threw her hooves around him.

He returned the embrace, realising how long it had been since he'd has a hug from his mother. He'd forgotten how gentle her embrace was, how much better and secure it made him feel when he was younger to just have her wrapped around him protectively. Nothing could hurt him while he was with her. As timid as she was, she wouldn't let anything to that.

He didn't even try to receive one from his father. He wasn't really the hugging kind. Or the caring kind. He preferred to leave those duties to his wife.

"I've missed you," she repeated softly, pulling back. "Goodness, a lot really has changed with you. Oh my, I like your hat. Doesn't it look dashing on him, dear?"

His father gave a cursory glance. "It's fitting."

"Oh, never mind him," she dismissed, something she rarely did. "Glasses too, I see and a lovely necklace and… goodness, your cutie mark!"

He looked back at his changed mark, having completely forgotten. It had been so long since it changed that he'd gotten used to it. His parent's marks, a series of numbers for his father and a treble cleft note and violin for his mother, had remained the same of course, but they'd been used to seeing the rolled-out scroll there.

He had a thought at this when he glanced at his father. Since he had originally forbade this, it was time to show him just how much things had changed.

"You noticed?" he asked lightly. "This is my new special talent, no… my true one."

He held up his hoof and, using his magic, made a sparkling rose grow there, starting with the seed and gradually blossoming into a ruby red beauty, which he promptly changed to the colour of his fur. He presented it to his mother, who gazed in wonder and gasped when he made it grow into a bunch into her hooves, all of them different colours, then burst into sparkling butterflies, which danced around her head.

Beaming at the wonder his mother expressed at seeing it, he saw his father purse his lips but say nothing in response. If he approved or disapproved, he kept it hidden until Dusk had finished, adding a small bow.

"Very… impressive, I'm sure," he muttered.

"Oh, Dusk that was absolutely beautiful!" expressed his mother, beaming at him. "That really is a wonderful talent to have."

"You fill the air with the beauty of music, I do it with the shimmer of colour," he mused. "Colours of the wind, you might say."

"My little artist, a painter and a poet, in a manner of speaking," she said. "Maybe we could do something together somehow, if you'd like."

He didn't even need to think about it. "That sounds like a great idea."

"Yes, yes, but let's not go overboard with this," deadpanned his father.

"I don't know, it's more than you ever allowed me to go with it," replied Dusk, feeling that bitterness growing again.

His mother widened her eyes in fear while his father's expression hardened. "And what, may I ask, do you mean by that?"

Dusk stood his ground, but kept his tone civil. "I mean my mother isn't the only one who thinks that my magic is something to be proud of. Am I right, Miss Sparkle?"

He said this part louder, assuming that she might be listening at the door. A second later, she came through with her best smile.

"You called?"

"I did," he affirmed. "I'm just saying you can join us now. I think we're fine."

"You're sure it's okay?" she asked. "I can give you a little longer, if you prefer."

"Thank you, but we'd be happy if you were to join us," his mother assured her. "Are you one of Dusk's friends or… are you the Twilight Sparkle he's written to us about?"

"I am, Mrs Noir," she said shyly, joining Dusk by his side. "So, these are your parents, Dusk?"

"Indeed they are." He turned his hoof to each in turn. "This is my father, Abacaus and my mother Chord. Mom, dad, as you already have guessed, this is my marefriend, Twilight Sparkle."

She walked up and shook their hooves. "It's a pleasure to meet you both."

"The feeling is mutual, Twilight." She seemed quite amazed at seeing her. "Oh my, Dusk you didn't tell us how beautiful she was."

He smiled as his marefriend blushed. "I think I did specify that, since it is one of her most prominent qualities, though not by any means her only one."

"I'm sure it isn't, I'm pleasantly surprised myself," put in his father. "It's good to meet you in person, Twilight. Student to Princess Celestia, am I correct?"

"That's right, sir," she said politely.

"Impressive," he nodded with obvious approval. "No doubt that must be quite taxing for you at times."

"It can be, but I'm always eager to learn whatever she teaches me. Still, your son is nothing to sniff at," she said, with an appraising look in his direction. "You must know about how he's a student to Princess Luna."

"We had heard, yes," replied his father, still with a slight edge in his voice. "Still, you must have a great degree of intelligence for what is required of you by the princess."

Twilight seemed just as taken aback how he'd changed the subject back to her. "I have been told that I'm pretty smart, yes, but it's just because I'm a pony with a healthy interest in science."

"Very well. What's twenty-seven times thirty two?" he asked abruptly.

She only thought for a few seconds before answering. "Eight hundred and sixty-four."

"Is that right?" his mother asked, Abacus nodding in response. "That's very impressive."

"Well, you know, it's a gift," she shrugged. "But it's not just intelligence that the princesses look for in their students. They also need to have magical aptitude, which both I and your son possess."

"Oh, he's just been showing us a sample of it," said his mother proudly. "Beautiful, simply beautiful. Do you share similar magic?"

"To an extent, yes, but we're both training in different branches of magical study," she explained. "If we do have to use our magic for purposes other than study, we're taught to do so only when necessary."

"So I hear," noted his father, again in that same clipped voice.

This was one of those times where Dusk found it difficult to figure out his dad. Did he approve of Twilight's abilities or was there some hint of disapproval in there too? It seemed like it was a little of both, but why would that be?

Realising this, his mother changed the subject. "So, how long have you two been seeing each other?"

"Around about six months," Dusk told her, standing closer beside her. "We started dating back in autumn after being friends for a year and… well, here we are."

"Six months?" She appeared notably impressed. "That's quite a length of time."

Dusk chuckled a little. "Her parents thought very much the same when we told them we'd been dating three months."

"You've already met her parents?" asked his father. "The two of you must be quite committed to each other."

"We are," answered Dusk boldly. "I've never felt as strongly about anypony the way I feel about her. She's always been there for me, she's my best friend and I wouldn't give her up for anything in the world."

"I see…" Abacus studied him intently for a few moments before turning to Twilight. "Can you say the same then, Twilight?"

She thought for a moment before answering. "I'll be honest with you both. I've never had romantic feelings for anypony before. When I started to, I was… scared of what they might mean. I may not have experienced it myself, but I know about things like break-ups and heartbreak between couples and I wasn't sure about it at first."

"That's understandable, dear," Chord said gently. "It must have been quite daunting for you."

"It was, yes. But now, Mrs Noir… I'm sorry about how forward I'm being with this but…" She rested her head on his shoulder. "I love Dusk. More than I think I even know. He's the most wonderful, caring and kind-hearted stallion that I've ever met. It took me long enough to realise it, but now that I have… I'm not letting him go, no matter what."

Even Dusk was surprised at how sincere and convicted her words were. He would have just been satisfied by that she loved him, even if it was just a little, but after all they'd been through… maybe it was only natural what they felt for each other. He couldn't help but be reminded of when he'd said much the same to her parents by way of a test.

His mother had certainly been moved by her words, smiling fondly at the two of them. His father's eyes widened in evident surprise, though he still looked a little unconvinced. Why was he so difficult to please? Why couldn't he be like Twilight's dad? Twilight seemed to notice this and glanced at him unsurely, to which he responded with a short shrug.

"Anyway, if we're going to talk, we might as well have it sitting down," she suggested. "I'll show you the way to the kitchen. Spike!"

"I wasn't listening at the door!" he replied quickly, before awkwardly poking his head in. "I mean uh… yes Twilight?"

"Could you make us some tea please, for our guests?"

"That sounds lovely, thank you Twilight." She looked over at Spike, smiling radiantly. "It's good to meet you too, Spike."

"Thanks ma'am, good to meet you too," he replied brightly, walking with them to the kitchen. "I guess Dusk mentioned me in his letters home too?"

"He did, though I was wondering how exactly one transfers from student at Celestia's School for Gifted Unicorns to library assistant," his father remarked pointedly.

"Uh huh…" Spike too gave Dusk a puzzled look to which he gave the same response. "So um, how do you guys like your tea?"

Once they were seated and their refreshments were served, they passed the time with further conversation. Most of it was centred around Twilight, who was happy to tell them as much about herself as they wanted. She told them a little about her early life, what her parents did, her studies under the princess and how she met their shared group of friends as well as Dusk, whom his parents expressed an interest in meeting.

His mother, Dusk was convinced, was fully swayed over with Twilight and enjoyed talking to her. Then again, his mother had always found it easy to like people. His father, who socialised rarely, was still set in stone for the most part, only showing occasional approval in a slight smile or raising of the eyebrows. He still kept a bit of an edgy tone with her, but Dusk put that down as him being a hard stallion to please. He'd had full experience with that after all.

When it came down the subject of how Dusk hadn't really seen all that much of them, it was his father who answered when Chord fell into an awkward silence.

"We just preferred to let Dusk get on with his life without our interfering," he told her. "I always feel that it's better to find your own way without over-relying on assistance from others."

"I suppose independence is a good thing to strive for." The result was another exchange of looks with Dusk, though he didn't maintain much eye contact.

That was part of the reason why he hadn't really had much contact with his parents, though it wasn't the only one. Right now though, he didn't feel like bringing that up. Though she was usually inquisitive, Twilight kept silent and didn't broach the subject further.

When this part was over, Twilight suggested having Dusk show his parents other examples of his magic that he'd been learning under Luna. Feeling a sudden eagerness to show his father how much he'd advanced in this field, he agreed, leading them to the hill outside and showing them the offensive and defensive spells he'd learned, as well as the small amount of conjuration and alteration he'd already learned.

"Well done, dear, well done!" praised his mother, when Dusk jumped down from a colour cloud, bounced off shock absorbers and landed in front of her. "Your magic, why it's… remarkable!"

"Thanks, mom," he said with a bow. "I'm learning some new spells currently, but I haven't come far enough in them yet."

"I see…" Her eyes looked nervously. "But, I have to say…"

It was his father who supplied what she was thinking. "I do notice that a majority of these spells would seem more practical in combat and, as I recall, you have a particular distaste for violence."

"I do," answered Dusk, surprised his father even knew that. "But Luna recognises that, when Equestria is at stake, I need to know how to properly defend myself. Defence, never for attack and only when absolutely necessary."

He was held in his father's scrutinizing gaze for a while. "Let us hope then it is rarely ever necessary then."

"We don't like the idea of you being in danger," added his mother with concern. "I know you have to but… I hate the idea of you being hurt."

I believe that coming from you, mother, he thought, noting his father's cold eyes still on him. Like to see the day he'd ever be worried about me…

"Your son can handle himself in a fight, don't worry," assured Twilight. "And if he can't, I promise that I won't let anything happen to him."

"Again, I hope you can," said his father doubtfully. "So, since you are both educated by princesses, I take it that you are also adept in magic, Twilight."

"It is my special talent, yes," she affirmed. "I've been training mine a lot longer than Dusk, but I'm sure his will be just as powerful one day."

Dusk shuffled on his hooves a little. "Thanks Twi, I don't think my magic could ever hope to match yours. You'll always be more talented than me at it."

He heard a small snort from his father at his modest acknowledgement, but ignored it. Even if it did make his irritation to him rise again.

"Just when I thought you were getting better at accepting compliments." She placed a hoof on his shoulder and smiled gently. "Have faith, remember?"

"I suppose…" He noted his mother's touched smile at Twilight's words, with good reason of course.

"Hey, Twilight!" Spike came running up the hill from the library. "Twelve o' clock, remember?"

"Oh my gosh, yes!" she exclaimed. "We're going to be late for lunch with the others!"

"Calm down, Miss Sparkle," he soothed. "It's only a short walk across town, we'll make it in good time if we go now."

"Right, right, of course… sorry…" She took a few breaths to calm down and turned to them. "Sorry about this, I meant to bring it up. If you'd like to meet our friends though, you're welcome to come along."

"I was feeling hungry, I suppose," remarked his father. "And we do intend to have Dusk introduce us to the rest of your friends at some point."

"We'd love to join you for lunch, Twilight," said his mother, more politely. "Thank you for having us along."

"It's my pleasure. Follow me."

Dusk complied with this without question, hoping his friends would make a good impression on them as Twilight had. On his mother, at least. He'd heard the tone in his father's voice and knew that it was out of commonplace pleasantry that he wanted to meet their friends. He'd seen what he thought of Twilight and if he tried any of that on the others… he wouldn't stand for it.

They lead them off through town, arriving at the café they arranged to have lunch at. The others were all quite surprised at the sudden appearance of his parents, but didn't say anything other than friendly welcomes to them while they were introduced, Applejack especially, for she had already met them.

"Ya know, ah thought there was somethin' familiar about y'all when as saw ya," she said to them. "Glad ta see ya found the library an' glad ah was able ta help ya along."

"We're much obliged to you, Applejack," his mother said kindly, while his father looked away pointedly. "And it's a pleasure seeing you again."

"Ah had a feelin' we might meet again. How ah met you was like how ah met yer son when he firs' came ta Ponyville." She turned to him with a smile. "Ya got yer momma's eyes an' voice an' yer daddy's looks an' mane. Ah really shoulda figured it out sooner."

"Well, we can't all be psychic, Applejack," he quipped, with a look towards Pinkie.

"I must say that I, for one, am positively delighted to meet you both," put in Rarity. "I've always wanted to meet personally the ponies who raised such a fine, upstanding gentlecolt."

"How gracious of you to say so, Rarity," noted his father politely. "We hoped to pass on Canterlot standards and values to him. It's good to see he's kept them."

"Oh, there's absolutely no doubt of that," she reassured. "He's always polite, reserved when needed and pleasant to talk to. A fine example of the kind of thing I admire in Canterlot."

"Yeah, just too bad there's a bunch of other things you admire as well, snob," teased Ray with his signature grin.

"Well, better to have manners and refinement than be a ruffian like you," she countered. "Apologies to you both, Ray isn't the kind who appreciates the finer things."

"Not like we do," said Pinkie, right before sucking up her cakes like a vacuum cleaner and swallowing them in one go. "What? I'm appreciating the fineness of these cupcakes."

"Yes, he's not the only one…" muttered the debutante, Dusk hoping they wouldn't take it the wrong way.

"Right…" His father stared down at Pinkie for a moment before turning to Ray. "So, you are Ray Strike? The traveller, am I correct?"

"That's me. Well, more like a former traveller now," corrected Ray. "This place is certainly a lot better than any other I've been to."

Dusk's mother looked at him sympathetically. "It must have been hard for you, leaving your home like that."

"Are you kidding?" he laughed decisively. "It was the easiest thing I've done in my life. Anywhere was better than that place."

"Oh… I see…" She seemed a little taken aback, as were some of the others, that Ray was so open in his dislike for his home to complete strangers.

His father was a little more intrigued. "So, you were driven under your own steam to leave your home?"

"Pretty much," he shrugged. "I'm the kind of guy who craves excitement, which is partly why I left Idahoof. It wasn't like anypony would miss me either, so I left on my own and I found a hay of a lot more excitement on the road than I ever did at home."

"That's a severe understatement." Rainbow gave him an admiring grin. "Like that time you told me about with the frozen lake and the manticore?"

"Don't forget the cliff I fell off to get there," he added. "Yeah, just one of the many close calls that I've had."

"Not close enough to bump you off though, right?" she said with a nudge. "Teleported right out and smacked him across the face before running for it. Awesome!"

"You know it!" he chorused with a high hoof. "Yep, that was pretty much my life for a long time. Until I came here, of course. Now, I've been made to feel kinda guilty for hitting that manticore."

"I didn't mean to do that," spoke up Fluttershy quickly. "I know you had to do it but… just so long as the poor thing wasn't hurt too badly."

"Trust me, that guy wasn't gonna be put down by what I put out." He grimaced a little at the memory. "I should know, he let me know about it before I managed to get away…"

If his father showed any sign of shock at this apparent danger that he put himself in, it was hidden by some kind of admiration that he was having towards him. Feeling both frustrated and puzzled, Dusk tried to figure out why Ray had earned more approval from his father in the few minutes he'd known him than he had his whole life.

Following that, things past pleasantly enough, though Dusk's irritation to Abacus didn't end there when he showed a similar reaction for Rainbow and her aspirations to become a Wonderbolts. His mother connected with Fluttershy, not only from similar personalities, but also interests in music, especially her singing birds.

"I'd love to hear them sometime," she was saying. "You must have some real talent to make them be able to do that."

"Thank you, Chord," she mumbled. "I'm sure you're good with your violin too."

"Yeah, it's a mighty fine instrument," agreed Applejack. "Ah got some experience playin' it maself."

"Me too, but I much prefer the mouth organ!" Pinkie pulled one out and blew into it, only it sounded more like a set of bagpipes when she played it. "Yeah, not as great as a violin or birds, but I like it."

Nopony chose to comment on this. Typical Pinkie protocol that his parents seemed to pick up on.

At first, Dusk thought things would continue to progress as such. They might think they were a little odd, but as long as they liked them, he wasn't going to complain. It was when he and Twilight were talking about their royal teachers to Rarity as part of their being in a relationship that his father chose to comment on something.

"I mean, I knew they were going to get together long before, but after Luna took Dusk as her student…" She sighed contently. "It was like they were meant to be."

"And you say this, knowing the past reputation that the Princess of the Night has?" asked Abacus bluntly.

Rarity blinked in surprise. "Well, of course. But that's all past now, I don't see how it should play into this."

"Luna's reformed now," added Dusk. "She's not Nightmare Moon anymore."

"So she claims."

"And it's a claim we all believe."

"Perhaps, but it could be a case that she still feels that she can establish the night over the day. Using the techniques she's teaching him, she might be attempting to use him as a pawn in another possible takeover of the throne," he suggested.

Fluttershy spoke up nervously. "Well, I know she… seems like she's scary, but she's actually really nice and fun when you…"

"I didn't ask you for your opinion," he snapped, silencing her with a whimper.

Ray moved across defensively to her. "Hey, lay off her. She's telling you what she thought."

"And how can you suggest that about a ruler of Equestria, your son's teacher?!" Twilight demanded, clearly not concerned when it came to either her coltfriend or royalty.

"I'm stating my view on the matter, Twilight," he replied curtly. "I would ask you to keep a civil tone."

"I'm sorry, Mr Noir," she said, in an attempt at a respectful voice, "but you can't have any basis for a view like that. Luna has had multiple chances to attempt to usurp her elder sister and she hasn't. Why would she not?"

"She's my friend and she's just as sorry for what happened as Celestia is," put in Dusk. "She has no desire to try it again."

"On that subject, that's another thing that I want to raise my concern for," he said, abruptly changing the subject and turning his steely gaze on Dusk. "All of these events that have occurred, that you and your friends seem to be centred around."

"Quite unavoidable, I'm afraid, being the Elements of Harmony," he replied, just as firmly as he did.

"Yet you willingly entered these situations knowing this, possibly others that I don't even know about?" he pressed on. "I thought I had raised you to be more sensible than this, Dusk."

He could feel what was coming, but he didn't want to do this in front of his friends. It was time to settle this. Not taking his eyes off his father, Dusk gestured with his head for Abacus to follow him. He raised an eyebrow but did so, getting up from the table and ignoring the others. He heard his mother say something to the others while they left.

Once they were outside, he rounded on his father. "What exactly are you trying to pin on my friends here?"

"I thought that was obvious," he said curtly. "I don't know which I find more foolish: how much danger they're putting you in or how much you're willing to let them do it."

"You should know about making accusations before acknowledging the facts," retorted Dusk. "In case you haven't noticed, I'm alive and well despite all of that and Equestria is safe as a result. It's dangerous, but it's necessary."

"Your role in it perhaps might not be as significant as you'd like to believe. If they are willing to put themselves in harm's way, then let them and don't be equally as stupid in following them."

Even by what he knew from his father, Dusk was shocked. "How dare you that about my friends?!"

"Because I feel I must, since you are ignorant enough to ignore the obvious signs they display," he answered.

"What signs would they be, exactly?"

"Are you truly ignorant?" he asked rhetorically. "That Rainbow Dash is a reckless daredevil, Ray Strike seems to have no regard for safety and that Pinkie Pie appears to be of questionable sanity. As for Twilight Sparkle, she-"

"No!" commanded Dusk sharply. "You stop right there, if you know what's good for you!"

He knew he'd crossed a line now, when he saw his father's eyes widen and his nostrils flare.

"Are you trying to threaten me?" he growled. "Are you threatening your father?"

"If you're going to insult my friends and my marefriend, then yes." He stepped forward, not flinching for a moment. "What gives you the right to say any of that?"

"The same one that demands a little respect from you," he replied, just as adamant. "I am your father, in case that's slipped your mind."

"It's clearly slipped yours, because you've never acted like it!"

"Don't you take that insolent tone with me, boy!" he snapped. "I am your father and I expect to be treated as such."

"Then lower your expectations." He let his voice lower to a dangerous level. "I've faced creatures from the darkest depths of Equestria, stood up the lord of chaos himself and I've seen what happens when Twilight gets angry. You don't scare me anymore."

He thought he saw a flicker of fear from the look in his eyes at the mention of that. "There's no need for this. Son, I'm simply-"

"You think that just because you call me that it's going to mellow me out? You don't even know what comes to my mind whenever deign to remember that little fact, dear father," he sneered.

"Control yourself! This is most unlike you, Dusk!"

"A lot's changed since we last spoke, which I'm hard pressed to remember, unless you count making me hide the one thing about myself I could have been proud of!" he yelled. "How would you even know what's unlike me? I think you barely even know my favourite colour, let alone my personality!"

"Dusk, I'm just trying to say," he attempted to placate, but Dusk was having none of it.

"Oh, stop acting like your concerned because I know what it really is!" He jammed a hoof onto his chest. "You're just jealous because they could do what you failed to do!"

"I… bed your pardon?" he spluttered.

"When was the last time you ever gave me any words of encouragement? When did you ever try to make me feel better when I was upset? When were you ever there for me?!" He was right up in his face now. "You were never there for me and those times you were, you made me feel like the most worthless, useless pony existence. Mom might have been busy too, but at least she tried! You did nothing!"

He was completely taken aback by his outburst. "Son… Dusk, I…"

"No, I don't want to hear it!" he cut off. "You had your chance and it's too late to make up for it now! I don't even need you anymore! I think I might have been better off if I wasn't your son!"

If he had been shocked by how much his usually quiet, reserved son had been telling him all of this, this last exclamation rendered completely speechless. He might have tried to say something, perhaps some kind of attempt at redemption or bid at forgiveness, but Dusk was in no mood to hear any of it.

He turned his back on the pony who assumed he could still call himself his father and directed himself towards home, feeling good that he'd gotten all of that… but why did he also some degree of sadness?

* * *

Twilight had sensed a tension developing between Dusk and Abacus. She didn't think his mother was so bad, but from the way he'd talked about them she knew his discomfort came from somewhere and now she could see clearly who from. She'd tried to call him back when he'd left, but Chord had said to just let them go. This was apparently something that had been a long time coming.

"Not meaning to sound rude, Mrs Noir but… what the hay is his problem?" Ray asked once Dusk and his father were gone.

She looked nervously in the direction they'd gone. "It's something that they need to resolve. I'm sorry if he offended any of you…"

"We accept your apology, Chord, but I fear that it was not only us that he offended," reminded Rarity.

"Why would he make accusations like that against Princess Luna?" she asked. "What would even give him the idea?"

"He's just concerned for Dusk, that's all," she murmured. "It's not every day that your child becomes a prodigy to royalty."

"That doesn't let him off for insulting not only a princess, but us too!" put in Rainbow. "Where the hay did all that come from? We never did anything bad to Dusk!"

"I think you'd be better asking him that," she said quietly. "I'm not in much of a place to give my view…"

Pinkie raised an eyebrow. "A mare not having a say in her husband's affairs because she's married? That's just silly. Whoever heard of that happening?"

"Actually, Pinkie in the early days of history-"

"Nopony at all, Twilight," she cut off. "Nopony at all."

"No, no, it's not like that… I just prefer not to get involved in this kind of thing…" Her eyes moved away. "I never did…"

"Now ah don't mean ta sound like ah know best about yer business, but what kinda mom doesn't get involved with her husband an' son?" asked Applejack.

"One who's too cowardly to even stand up for what she thinks is right for her son…" She closed her eyes and hung her head in shame.

Twilight didn't exactly approve of what was going on here, but is obvious that Chord felt some sort of regret for what was happening between Dusk and Abacus. She wanted to help her coltfriend, as she was sure the others wanted to as well, but to do that she needed to know more about what exactly was happening.

Luckily, learning the facts was precisely the sort of thing that Twilight excelled at.

"Chord," she started gently, "it's obvious that you want to help in some way with what's going on between those two. We do as well."

She opened her eyes slowly. "But… you don't have to. It's… something in our family…"

"Dusk is like our family too," said Fluttershy. "I consider him to be like the brother I never had. We want to help him."

"He always looked so sad whenever he mentioned you guys," added Pinkie. "We just wanna help put a smile back on his face instead. Nopony should be sad about their parents."

She blinked slowly, registering what they were saying and allowed herself a smile. "I knew you were good ponies but… now I can really see it. Thank you, everypony."

"We do our best," said Twilight. "Let's go back to the beginning. What exactly is going on between Dusk and his father?"

She was silent for a moment to pick a starting point. "Well… from almost the first outset, Dusk and Abacus were… distant with each other. Abacus more so really. I he did what was necessary when he was still a baby, but… not much more. I did try to make him spend more time with Dusk but… he never seemed to find time for him."

"Surely he must have found some time for him?" tried Rarity. "What sort of parent doesn't want to spend time with their child?"

"One who didn't seem to think it necessary," she answered. "He even said to me one time that it would be better if I let our son deal with his own problems, focus more on my music. I already did and I still made time for him but… after that… I didn't want to argue with him…"

"Ya mean ya jus' left him? Both-a ya?" Applejack said in disbelief.

"Not entirely. We still made him meals, kept him fed and educated but everything else…" She lowered her head again. "We let him find his own way. I tried to convince myself, tell myself it was for the best if it was what Abacus wanted but then…" Her voice broke a little. "I should have said something, I know I should have…"

"Well, now we know where Dusk gets his fighting spirit from," Rainbow remarked sarcastically. "Gee, no wonder he thought he was worthless."

"I didn't know what would happen, I didn't see it-"

"Y'all should have though!" snapped Applejack. "Jus' leavin' him like that, barely offerin' any support or encouragement? How could y'all be surprised at how it all turned out?"

"I didn't… it was for the best…" she muttered, the occasional sob breaking through.

Twilight could see it now. Chord was a gentle, timid soul with a seemingly cold and stubborn stallion like Abacus. Rather like Fluttershy, if he set something down, she wouldn't argue against it because that was how she was. Another thing he'd obviously picked up from her.

"Oh yeah, leaving your kid all alone like that? Sure, that was totally the right thing to do," sneered Rainbow Dash.

"Could I ask you to stop taking that tone with my wife?" came the angry voice of Abacus returning.

"Oh, you sir have got some nerve!" seethed Rarity. "After all we've been told, you still think you have any right to tell us what to do?"

"Where's Dusk?" Twilight asked sharply.

"He's gone home, I should think." There was a detectable note of pain in his voice that he tried to conceal. "We had a brief argument, that's all."

"What did you do?" asked Chord urgently. "Did you resolve things with him?"

"Not in that sense. He… he's made his decision…" He cast his eyes around, away from them. "At least he's setting on his own path now…"

"And what good does that do him?" Chord's voice had now raised an octave, trying immensely hard to draw on courage. "Do you… do you feel satisfied, now that our son has become what you've always wanted?"

Abacus recoiled a little, obviously never hearing his wife speak like this to him before. "Chord, you know we did what we thought was right."

"Know, we did what _you_ thought was right," she retorted. "And I agreed with you… I'm not sure which of us is worse because of that." She glared at him, then rose from the table.

This surprised him too. "Chord, where are you going?"

"To find our son, Abacus," she replied coldly. "Perhaps… you should too."

Before her husband could say another word, she left the café, leaving Abacus looking like he'd suddenly lost everything. He sank into his chair and rested his forehead on his hoof, trying to comprehend what had just happened.

"Okay, she's had her part, now it's your turn," growled Rainbow. "Talk."

"What does it matter to you?" he shot bitterly.

"It matters because my coltfriend has run off and you're responsible for it," countered Twilight. "Tell us what's happened."

"As if it will make any difference," he muttered.

"It will." She let a threatening tone creep in. "Abacus, I've been very reasonable with you up until now, but if you don't tell me what has happened between you and your son and try your best to fix it, I'll be angry. And trust me, you won't like me when I'm angry."

"You really wouldn't," whispered Pinkie from next to him. "I'd say something before she goes all Rapidash on you."

He looked at her incredulously. "What on earth are you talking about?"

"We just want to help, Mr Noir," pleaded Fluttershy. "We don't mean to insult you or anything. We just want to help our friend… and you too."

Abacus turned his gaze to her. "Yes… I suppose you do. Like my Chord, always trying to help both sides if she could… I can see why my son likes you."

"What did ya mean when ya said Dusk made his own decision?" asked Applejack. "Ya said ya had a fight?"

Abacus, with some pauses and concealed emotion, explained what had occurred in his and Dusk's argument with each other. There was some regret in there but, strangely enough, a small sense of pride as well.

"Your son has disowned you and you just let him go?" Rarity definitely expressed what they were all thinking. "Don't you even care?"

"Of course I do!" he insisted. "It's just… he finally learned what I always wanted him to."

"That his dad sucks?" Rainbow spat. "Wow, what an achievement."

He barely seemed to hear her. "It was just… my father, he taught me something a long time ago. You wouldn't understand…"

"Try us," prompted Twilight. "We'll do the best we can."

"I suppose you will…" He stared off into the middle distance. "That the only pony you can truly rely on is yourself. Others can try to show you the way, but you are the only one who can make your own path. Following that was how I got where I am today… and what I hoped would happen for Dusk."

"But what does that mean?" asked Twilight. "What did you want for him?"

"You see, you can't understand…"

"Independence." They all looked to Ray, who had remained silent up to now. "That was what you wanted him to learn, like your father had you learn. You didn't want him to go through life relying on help that might not come, so you wanted him to learn to look after himself. Self-reliance and independence, simply put."

"He does that a lot," said Rainbow in response to Abacus's bewildered look.

"That's not all either," went on Ray. "I'm guessing you're not the kind of guy who knows how to express himself all that well. Probably comes from years of relying on yourself, hence the rather cold disposition. You wanted Dusk to learn independence, but weren't too sure on how to go about it, so you left him alone in the hope that he would learn for himself. Either that or you hate your son."

"But… how… how could you know that…?" he whispered.

"Like I said, lucky guess," he shrugged. "But what I'm trying to say here is that independence is all well and good, but you still need other ponies in your life to help you get through it. You got married, didn't you?"

"Chord…" She'd never heard this much emotion from him. "She was… one of the only exceptions. The only one who… truly understood me."

"Of course she is," he said with a small smile. "You need other ponies. Dusk learned that, so did I. You've got to try and reach out to your son, Abacus. It might be hard for you, but if you don't try, you'll regret it."

"I already do," he murmured. "But after what happened, how can I? How do I know there's even still a chance?"

"There's always a chance. For you at least." A small shadow of grief passed over before leaving again. "Anyway, it's your choice. Either leave Dusk as he is and be happy with what little you have achieved or try and earn a whole lot more. What's it gonna be?"

* * *

Dusk sat on his sofa at home, trying to decipher what exactly it was that he felt and how he should think about what had just happened between him and Abacus. On the one hoof, he had said everything that he'd never had the courage to tell him when he was younger and having gotten on fine without him for a year, was glad that he had done what he had chosen to do.

Yet still… seeing both of his parents after so long had stirred up many emotions. Lingering pain, comfort and kindness from his mother, stirring anger from Abacus, but also hope. Some wild, tiny hope that perhaps they had come here looking for him to try and fix all that happened, to try and be a part of his life again. There had to be some sort of chance.

But now it was gone. He wasn't sure it even existed. It was probably his mother who suggested coming, Abacus only coming along because he had to. Of course there was no chance of fixing things with him. There never was. The way he had acted from arriving here had shown that much.

What was past was past. It was done now… nothing else left to do.

"That looks comfortable. May I join you?" She'd been so quiet and he'd been so engrossed in his thoughts, he didn't even hear his mother come in.

"If you like," he muttered. "How did you know where I was?"

"I remembered from the description you gave in your letters." She slid down next to him, the warmth of her fur radiating off onto him. "I asked around a little too. You have a lovely home, sweetie."

"Thank you… I like it too." There was a fluttering of wings and a small white form joined them. "My pet…"

"Ophelia, yes?" The owl hooted gently while she stroked her. "She's gorgeous, Dusk. What a sweet thing."

"I thought so too…" Silence lapsed between them for a few moments. "You know… about what happened then?"

She nodded mutely. "I didn't expect this to go well but… I had hoped for a little more."

"I didn't," he said bluntly. "He never cared about me, never even tried to show if he even did."

"I know but that's how he is."

"I'm sorry but… you weren't that much better either." He didn't want to say this, but he felt he had to. "You started seeing me less too."

"Yes…" Her voice was laden with guilt, so much in that one word.

"Mom, I… I don't… I didn't mean…" He stopped to collect himself. "There were times you were there for me, more than he was, but why couldn't it have been all the time?"

She didn't reply for a good few minutes. When she looked at him, he could see the tears shimmering in her eyes.

"Dusk, can you ever forgive me?" She looked truly contrite on the subject. "I tried my best for you, I really did. But your father he… he was always so adamant in his views that I didn't want to argue with him. I hate fighting with him…"

"I know, mom and I understand why you feel that way but…" He hung his head. "Why doesn't he love me?"

"Honey, that's not true. Your father does love you."

"No, he doesn't. He was never there for me, never proud of anything that I did, no matter what it was. Even now that I've done so much, he's still exactly as he was all those years ago."

"And he was proud of you then too." He looked at her in disbelief of this statement. "You should have seen him when the school accepted you, when you found your friends, when you were standing with the princesses themselves, being commended for what you did. I don't think I've ever seen tears well-up quite so much in his eyes like that before."

"He… he really was?" he whispered.

"He was indeed." She turned her head away for a bit. "He knows though, that he hasn't been the best father. He wants to try and make it up to you, to fix that, but it's just as hard for him as it is for you."

"I'm sorry to sound cynical, mother, but… how can you be sure of that?"

"Because it was he who suggested we come and see you today. He wanted to see you, face-to-face after all of this time. He's been worried about you and so have I. He just… has his way of showing it and I have mine. His just isn't… the best."

"Is… do you mean that?" She only smiled warmly in response. "How… how can I be sure of that?"

Her eyes looked past him now to the door. "Why don't you ask him yourself?"

Dusk looked in the direction of her gaze. There he was, standing in the doorframe, showing some subtle signs of discomfort but remaining mostly composed and cold. Nothing had changed.

He looked at his mother, who only smiled in return, some hope still lingering. He knew what it meant and was very tempted just to tell Abacus to get out, but he couldn't quite bring himself to. If she wanted him to try, if Abacus had sought him out to give him that chance from the start, he might as well try.

Dusk rose from the sofa and stood facing him. "Abacus."

"Dusk," he returned. "I see the directions that… Twilight gave me weren't flawed."

"Obviously. You're here to find me?"

"Evidently."

"For what purpose?"

"To… to…" He seemed to be having trouble finding the right words. "To… to do right by you, for once."

Dusk blinked in confusion. "What exactly does that mean?"

He held him in his gaze for a long while, letting out a long sigh. "In all of my years, in how I raised you, I thought I was teaching you to be self-reliant, to manage without me. I can see now that… I was wrong."

Dusk felt shock rise inside him. Abacus had never admitted to being wrong about anything. But there was more.

"I've been a… a poor father. I realise that now. I suppose so, I… wasn't really taught very well. I assumed that what I did was the right course, without fully seeing the path I was walking down. I know that it doesn't do much good now but… I thought it right that you should hear this."

"Hear what?"

"That… that even though I question some of the things you've done, I want you to know that… I'm proud of you, Dusk." That wasn't a lie… he really was. "I've never been more proud of you. You've done so much, achieved more than I ever could. You've proven that you didn't need me to do it but… I'd like to see what more you have to achieve with you. As your father."

Then, he did something truly extraordinary, almost unbelievable. Slowly, very slowly, like his limbs were resisting him, he opened up his forelegs and spread them wide, looking Dusk straight in the eye. His intention was unmistakable.

Dusk glanced at his mother, could see her beaming proudly, but his eyes were fixed on Abacus. He'd never seen himself reflected in his cold, brown gaze… until now. Now, some of that coldness had melted away and he saw something that he'd never seen before underneath. That was enough for him to start forward and let Abacus receive him, wrapping his forelegs around him in return.

He was hugging him. Abacus… no, his father was actually giving him a hug. Perhaps it wasn't enough to heal all these years of neglect and isolation, barely seeing him, to heal of that in one simple gesture. But it was a start of something new.

That was always a good place to start.

* * *

Geez, this chapter has more daddy issues than a Tim Burton movie. Glad that's over.

Double whammy episode chapters coming up, staring with Putting Your Hoof Down!


	34. Putting Your Hoof Down

**Putting Your Hoof Down**

It was lunch time on another warm summer's day in Ponyville. For Dusk, that meant it was his break time. He would sometimes have lunch in the library with Twilight and Spike but after spending most of the time indoors, he would occasionally go out and see if any of the others wouldn't mind spending it with him instead. Since Twilight trusted him around the others more, she didn't mind this arrangement as long as he was back on time, which he always was.

As such, he had stopped by the Carousel Boutique and invited Rarity to come along to the market place with him. Since the mare was about to have lunch herself and because she felt she was in the need for 'civilised conversation', she agreed and now they were making their way towards the market place for a tasty morsel.

Along the way, they'd also managed to pick up Ray, who was on his way to do some grocery shopping. After a bit of traded banter between him and Rarity, he tagged along with them, only really serving to increase Dusk's good mood.

"Oh, it is gorgeous today!" expressed Rarity, relishing the sun on her skin. Dusk couldn't find any reason to disagree with this.

"Another glorious day in the best place to live in Equestria, with two of my best friends to share it with," remarked Dusk cheerfully. "What could be finer?"

"My thoughts exactly, darling." She smiled at him brightly. "You certainly seem to be in a dapper mood today."

"I suppose I'm still feeling the effects of Pinkie's song this morning," he shrugged. "Anything she does always serves to cheer up oneself."

"The whole town seemed to think so," put in Ray. "I mean, they literally threw confetti out of their windows while we carried her along. How many towns do that for one pony? This place is the best!"

"You just liked being the centre of attention," noted Rarity.

"Oh yeah, like you didn't. I could see you, smiling away."

"We all were, darling, it was a rather big part of the song."

"What I wanna know is where everypony was keeping all that, as well as where the music was coming from and how they knew the lyrics."

"Are you really asking about odd occurrences revolving around Pinkie Pie when you've lived in Ponyville this long?"

"Fair point," he conceded. "I'd think you have another reason to be cheerful, Dusk. Things went a lot better with your parents yesterday before they left for home."

"I think we were all thankful for that. When your mother and Fluttershy sang that duet together with your lullaby… I honestly think I shed a few tears hearing it."

"They did, yes," agreed Dusk, smiling fondly about it. "Well, my dad did try at the very least to get along a little better, but… well…"

Though Abacus had tried to relax and enjoy himself, he obviously was still awkward socially. He had very few friends back at Canterlot and interactions were often brief. His mother did try to help him along, as well as his friends, but he still needed some time to adjust from what he had been told and what he tried to do.

Likewise, things were still a bit tense between them. It had improved, there was no question of that. He actually listened to things Dusk had told him, about his adventures or his interests and really appeared to relish in hearing it. But Dusk couldn't quash the thought that it was too little too late and it wouldn't be quite enough to fix things between them.

Rarity seemed to sense his doubt. "I'm sure he'll get better at it. He just needs a little more time to adjust, that's all."

"Equestria wasn't made in a day, I suppose," said Dusk. "It's better than it was before anyway. I mean… he actually cares about me."

"Of course he does, darling," soothed Rarity. "It's just that some have different ways of showing it. Not that I agree with the way he did."

"I know, I didn't either." He glanced at her. "I'm sorry again for all the things he said."

"Hey, as long as it's all good now. Thanks to a certain somepony," added Ray, performing a confident gesture.

"I think you'll find that we all played our parts in making it happen," countered Rarity.

"Yeah, but I was the killing blow that bought him around."

"Aren't you one for modesty?"

"That's what Dusk is for. If you think I'm being too cocky, you can hit me with something too if you like."

"Believe me, I'm tempted," said Rarity, though she smiled faintly as they entered the marketplace. "It's a shame they couldn't have stayed for a little longer though. I'm sure you would have liked that, Dusk."

"I would have, but they still have their work and home in Canterlot, so I don't mind," he said. "They made a point of trying to visit more often though and I said that I would try too."

"Splendid. How long before they meet Twilight's parents then?"

"One step at a time, Rare."

She tittered a little from that. "Speaking of temporary lodgings, are you still staying at Little Lamplight, Ray?"

"Yep, still just a lodger," he affirmed. "Actually, it's funny that you should mention that today…"

He trailed off talking and Dusk could see why when he followed his gaze. Looking forlorn and defeated, Fluttershy was slowly backing away from one of the market stands, being sniggered at by two teenaged, absurdly dressed mares.

"Seriously, do you need your asparagus so badly? Get a life," one of them sneered.

"Oh, okay. There's no rush," she mumbled, walking past them.

Rarity voiced their unanimous concern. "Fluttershy, you mustn't let them treat you that way."

"Oh, it-it's really no big deal..." she stammered.

"Sorry for saying this, but I've seen supermarket chains advertising signs with deals less big than that," remarked Ray. "You've got a real problem Fluttershy."

"What problem?" Ray looked at Rarity and Dusk, who nodded and he teleported in front of her. "Oh, go right ahead Ray, you first…"

"And as the plumber said to the leaking drain pipe, there's your problem."

"You've got to stop being such a doormat," advised Rarity.

"A doormat?" asked the timid Pegasus.

"She means that you need to stop letting other ponies walk over you like that," explained Dusk. "Trust me, I know what that's like. You need to stand up for yourself more, little sis. Promise us?"

"Oh, okay. I promise, big brother." She turned back to see one last bunch of asparagus left. "Oh! Good!" But not before another pony paid for it. "Oh, that's okay, I don't mind."

"Watch and learn," declared Rarity. "Hold it right there, mister small and handsome."

They all watched as Rarity proceeded to use her unique brand of charm to get the stallion into giving the asparagus he bought to Fluttershy. While it did work, Dusk found himself questioning how she went about it and he wasn't the only one.

"That was just so manipulative and evil!" commented Ray, being both serious and joking. "That is not a good version of assertiveness, Fluttershy, don't listen to her."

"Well, it got the job done, didn't it?" She levitated it into her saddlebag, whilst bringing a list out. "Now, what else on here?"

The next thing was tomatoes, which Fluttershy paid the typical price of one bit for three. However, when the seller tried to make her pay two bits instead, Dusk saw his chance to demonstrate how he would assert himself to his little sister.

"Excuse me, miss, but may I inquire as to why exactly you've seen fit to increase the price of tomatoes?" asked Dusk politely.

The attendant frowned at him. "Whaddya mean, why?"

"I just feel that some justification is in order," he reasoned. "Have other stores that sell similar products also seen fit to increase their prices?"

"Not as far as I know…"

"Have you had trouble acquiring stocks of tomatoes recently?"

"What? No, of course not!"

"Then I really don't see why you increased the price or how it would benefit you, for that matter," he added, like an afterthought.

"Why wouldn't it benefit me? Bigger price means I make more profit."

"Perhaps, but ponies coming here who haven't been informed of the change of price would be expecting to pay one bit. When they discover they have to pay more, they might seek out somewhere else with a cheaper price. Some might stay, but they'd more likely go for a more sensible option rather than risk spending more money, meaning you'd lose customers and therefore profit."

"Hm, never thought about it like that," she murmured. "What do you think I should do?"

"I'd suggest keeping the price as it was last week, then put out some kind of notice that you intend to raise the price, so then your customers know what to expect," he suggested, pulling away the other bit. "Does that sound good to you?"

"Makes sense, I guess," she shrugged. "Thanks, kid. You might have just saved me a bit of trouble."

"My pleasure, miss. Good day to you," he wished, handing Fluttershy back her bit. "You see? Assertion can be easy, if one has the right know-how."

"I guess you're right!" she replied brightly.

"So, Fluttershy, do you feel like giving it a try?" asked Rarity.

"Um... okay," she said in a tone that didn't inspire much confidence. Dusk heard her say something about needing a cherry and she sped towards the cherry stand, where there was one left.

"Hey, I have a question," whispered Ray. "What kind of fruit stand has exactly one cherry up for sale?"

Dusk shrugged. "Maybe he sold out."

"I know, but one cherry? Really?"

Neither he, nor Rarity decided to continue this, watching while the seller tried to make Fluttershy pay ten bits for the cherry. She glanced back nervously, Rarity motioning encouragingly. She tried acting flirtatiously (Ray's cheeks turned visbly red and he seemed to be trying very hard to restrain himself) but the seller was unmoved.

Dusk offered his silent encouragement, so she tried his method of reasoned argument. However, the stallion wasn't caught off-guard by this tactic and managed to manipulate Fluttershy to a number of bits she didn't even have. In the end, another pony came by and bought it instead, leaving Fluttershy empty-hooved where cherries were concerned.

Dusk moved forward to comfort her. "I'm sorry for how that turned out, little sister."

"It's okay, Dusk. I can always make the recipe without the cherry." She sighed sadly. "I guess I'm not cut out to be assertive…"

Remembering something that had been posted through his door, he pulled out a pamphlet for some kind of confidence building workshop and gave it to her.

"Here, maybe you should go along to this," he suggested. "It might help you out a bit."

"I'll have a look at it…" She smiled slightly. "Thanks for looking out for me."

"It's what I do." He bade her goodbye and proceeded to purchase something worth eating.

Once he had filled his stomach, he parted company with Ray and Rarity and returned to his workplace satisfied and ready to return to work.

"Hey Dusk!" called Twilight from another room. "You have a nice lunch?"

"Of course," he replied. "Are we going to be getting on with that new spell Luna showed me?"

"Sounds good to me," she agreed, poking her head through. "Low level mental manipulation, implanting a suggestion into the minds of others with your magic to make them follow it. That should prove useful."

"If I can master it," he reminded her. Another one of the abilities unlocked from his darker side. Like what he had used to control Ponyville, only a lot less potent now he was gone.

Though the effects still remained… he grimaced a little from the thought of that, but at least he might put it to better use now.

"It seemed to work well this morning when you used it to put Spike to sleep."

"Yes, but I'm fairly sure he would have done that anyway."

"You might have a point there." She returned back through. "We're just through here, when you're ready."

Dusk nodded and placed back a few books that Twilight had been using for study. Having just given Fluttershy that pamphlet and now returning to his usual work, it made him feel content with his lot in life and what he did for his friends. Helping them now, like he used to… before…

He clutched his head a bit when he re-entered the library, trying to stem the flow of memories that threatened to take over. No, it was Doom that did it, not me. He's the one to blame, he's the one that hurt them, not me, he repeated mentally like a mantra. Just a memory now…

A soothing, warming presence flooded into his mind, silencing those memories and filling him with an emotion like a fire, coursing through his veins. Opening his eyes, he saw Twilight with her horn pressed against his, a gentle smile on her lips, which gently brushed against his.

"I'm here with you and I always will be," she whispered. "Never forget that."

"I know…" He managed to return it. "I never will."

* * *

Her wings fluttering nervously and her nerves mounting with every inch she travelled, Fluttershy made her way towards the hedge maze, specifically to its centre, to attend the seminar detailed in the pamphlet.

She had been silently thankful to Dusk for giving her this. When she'd first read it, she thought it sounded perfect for her. It was just she needed to become more assertive, like her friends had tried to show her. No more being a doormat for her, she was going to stand up for herself after she'd been to this.

Now that she was actually going there though, she was starting to have her doubts. Pamphlets like this usually promised a great deal, but they would often turn out to be deceiving those who read them and letting them down when they actually went to them. If her closest friends hadn't been able to teach her to be assertive, how could this Iron Will manage?

She made her way past town hall, wondering if this really such a good idea and if it wasn't too late for her to go home and try some other. She was so engrossed in her thoughts that she didn't see somepony exiting town hall and bumped right into them while they walked down the stairs.

"Oh dear… oh my goodness, I'm so…" She trailed off when she saw who it was and felt even more foolish. "Ray! Oh my gosh, I'm so sorry, I didn't see where I was going and I didn't see you and-"

"Hey, hey, don't worry about it," he assured. "I was kinda in my own little world too."

Still feeling like a klutz, the heat rising to her cheeks, she noticed him stoop down to pick up a folded piece of paper he'd dropped as a result of their collision.

"What is that?" she asked, noticing how carefully he handled it. "It didn't get any mud or water on it, did it? Wait… why were you in town hall? If you don't mind my asking, that is…"

Ray suddenly started to shift uncomfortably. "Um… well uh... funny thing is… nothing, it's a nothing, I don't know what you're talking about. It's not uh… it's not even mine."

"Oh dear, it's not anything bad, is it?" she asked worriedly. "Never mind, I'm sorry I asked. None of my business, really…"

"No, no, it's fine… just…" He laughed a little and shrugged. "I wanted to keep this a surprise for you and the others, but whatever. You caught me red-hoofed."

He levitated it before her and let it unfold. Luckily, the fall hadn't damaged it for this looked to be an important document. She saw the official seal of the Mayor's office on the corner of the paper, saw Ray's signature below writing about right of ownership and responsibility of the householder. Her confusion started to lift when she realised what this was and she felt a smile start to grow.

"Oh my goodness, is this a deed to a house?" she asked, noting the mounting excitement she took on. "In Ponyville?"

"You know it," he affirmed. "I've just been made an official resident of Ponyville. It took a couple of months, obviously, but Mayor Mare's just given me the deed to my own little piece of Ponyville. No more travelling for this stallion."

"That's wonderful news!" she squealed quietly. "I'm so happy for you, I really am. Oh, I hope you wouldn't mind me coming to see your new home. I'm sure it's lovely."

Ray just smiled and shrugged, though she could see he was just as happy as she was. She didn't know why, but she felt a certain amount of relief at confirmation that he was actually staying here, that he wouldn't be leaving.

"So, where are you off to that doesn't require you to look where you're going?" he asked lightly.

The heat returned swiftly to her cheeks. "Oh no, I really am sorry about that, I didn't mean to… I mean, I wasn't…."

"Relax, I was just joking," he said quickly. "Forget about it, it was just an accident. There are worse ponies to bump into after all."

"Right… okay…" Her face grew even warmer, though not for any unpleasant reason this time. "I'm just going to an assertiveness seminar from this pamphlet Dusk gave to me. I thought it might help me, you know, assertive."

"Hm… never heard of an assertiveness seminar, but if that's what it is, I think it should be good for you too," he said supportively.

"Thanks… but um…" She wasn't going to bother him with her problems, but he leaned forward expectantly, so she continued. "I'm not all that sure about it. I mean, it might help but… I'm not sure if it will and I wonder if it's such a good idea."

"Well, you never know unless you try." He smiled brightly at her. "How about I go along with you? Having a friend there might help ease some of those worries, especially if it's me."

"Oh thank you, I'd love for you to come along," she said gratefully, feeling a little easier about it already. "You sure you don't mind? You don't need to worry about being assertive."

"I'll be going with a friend, won't I?" He gestured encouragingly. "Come on, we don't wanna be late."

Nodding and flying a little easier now, Fluttershy led him to the hedge maze where it would take place.

A stage had been set up in the centre of the maze, the entrances being attended by tough-looking goats with microphones on their heads. A lot of ponies had turned out to see this, a huge crowd gathered in front of the stage, waiting eagerly for the incredible Iron Will to begin.

Fluttershy was tempted to try and go to the front so she could see better, but a quick gesture from Ray led to her following him to a spot at the back. This wasn't the best spot she could have hoped for, but she had a feeling she would have been knocked back here anyway if she'd tried to go to the front. There were a lot of ponies here.

Having Ray here though made it better. His own confident demeanour and easy attitude made her feel a little better about being all the way back here. Good to know that she wasn't alone in this and that he was the one with her. She felt her cheeks grow a little warm at the thought of it.

Suddenly, music started pumping through large speakers either side of the stage. Smoke poured across it, obscuring a massive figure who rose from somewhere underneath. A goat ran up and removed his cape, just as a spotlight shone on him, revealing an iron blue minotaur, with huge, bulging muscles, a ring through his nose and a black tie hung around his neck.

He flexed his impressive muscles and punched the air as the crowd cheered and fireworks went off. The grin he gave to them was enough to show them how much confidence he had and nopony was willing to dispute it. Even from back here, Fluttershy couldn't help but feel intimidated by the mere sight of him.

"Welcome, friends! My name is Iron Will, and today is the first day of your new life!" he roared in a deep voice.

"Pretty flashy stuff," muttered Ray to her and she giggled a little.

"I wanna hear you stomp if you're tired of being a pushover!" The crowd responded with much enthusiasm. "Stomp if you're tired of being a doormat!" Another equally loud response. "Stomp if you wanna pay nothing for this seminar!" They began to stomp, but muttered among themselves and laughed nervously, assuming he was joking… until he snorted and silenced them.

"That's no joke, friends. Iron Will is so confident that you will be one hundred percent satisfied with Iron Will's assertiveness techniques, that if you are not one hundred percent satisfied, you. Pay. Nothing!"

"Iron Will certainly likes to refer to himself in the third person," murmured Ray.

"He's not the only one," replied Fluttershy, remembering a similar individual who did the same.

Unlike with Trixie, however, she had no doubts concerning Iron Will, smiling brightly when he gave his first lesson: don't be shy, look 'em in the eye. That was until he asked for a volunteer from the audience. Every hoof in the crowd rose except Fluttershy's, who instinctively cowered at the back. The goats fanned out among the ponies, searching for somepony and she prayed it wouldn't be her…

Then, a goat bleated somewhere close and Iron Will's voice followed soon after.

"You, in the back row!" The whole crowd parted to reveal her. She hated how they were all staring at her.

"Who, me?" she dared to ask.

"Yes, you! Iron Will wants you onstage!"

She gulped nervously. "Uh, well..."

"Now!"

"It'll be fine," whispered Ray. "Go on, just try."

"Okay…" she replied, trying to quell her nervousness and approaching gingerly.

From there, Iron Will proceeded to demonstrate his techniques, having one of his goats block her path to the stage. She tried to do it the way she would, but Iron Will gave her two other lessons: when somepony tries to block, show them that you rock and don't apologize when you can criticise. He had her push the goat aside and chastise him for blocking her path.

She didn't think she'd done so well, but then Iron Will confinedlty said that his technique had worked on her and she actually started to feel proud of herself while the crowd cheered. Her doubts started to lift and she didn't feel like such a pushover anymore. Maybe the techniques could work for her.

She was still talking to Ray excitedly about it when they left at the end, reading through another pamphlet and feeling quite giddy about the whole thing. Only she noticed after a while of her rattling off more of Iron Will's lessons that he wasn't replying to her. He was remaining silent, his expression pensive, like he was thinking about something.

"Is something wrong, Ray?" she asked. "Don't you think this'll work?"

"Oh no, I hope it does," he said quickly. "I just don't really agree with everything Iron Will said. I can see the point of most parts, but others… I don't know, it gives me a bad feeling."

"Oh… right…" She started to give rise to her doubts again, if that was what he thought.

"Still," he went on, "you're obviously happy about it and I can't help but be happy for you too. I hope this works out for you."

"I do too." Trying out a little bit of it now, she suppressed her fears and hugged him gently. "Thanks for coming along with me, Ray. You really helped."

"Heh… no problem…" She felt him shrug and return it hesitantly. "It was nothing…"

Feeling a little embarrassed now, she pulled back, noting a blush on his cheeks that matched her own. Still, at least she'd tried.

"Well… see you around, Flutters," he wished, bringing back his confident persona. "Good luck with the assertiveness."

"Thank you, see you later," she returned, watching him go. Soon enough, she'd be just as confident as the rest of her friends… as him.

Feeling some amount of pride from that, she flew off back home to prepare for the next day. They would soon see a brand new Fluttershy.

* * *

"So, Pinkie, how's progress going with that Cranky donkey you mentioned?" asked Dusk, standing next to the counter at Sugarcube Corner.

"I'm getting there," she reported brightly. "The spa treatment and the toupee really helped clinch it. Thanks again, Rarity."

"Not at all, darling," she replied, approaching the counter. "Anything for one of my friends, especially if it's for this kind of endeavour. It worked, I take it?"

"Mostly, but he's still not smiling," she said. "He's warming to me, but he still needs some work. I'm gonna go around later today and work at it more."

"Hopefully not before we're done here!" called Ray from the kitchen. "Things are busy enough today without the Cakes here, I don't need you vanishing too."

"Don't worry, I'll be here till we close up!" she called back. "Thanks again for the help, Ray. I didn't even know you could cook."

"Of course I can. Sort of. Kind of. Well, really-" Some loud splatter was heard in the kitchen. "Hold on, gotta get this! Not again…"

"Isn't great that he's actually got a house now?" asked Pinkie. "Now, we'll be friends forever!"

"I'm happy to hear it too," agreed Dusk, equally happy that the stallion had made this choice. "I was wondering when he'd move in here."

"Yes, the idea of having him around permanently just thrills me," said Rarity drolly, though there was an evident smile in her voice.

"I know, right?" grinned Pinkie. "Things are gonna be great!"

Ray's voice sounded from the kitchen again. "AGH! I think it's alive! Get off me!"

"Right…" Dusk raised an eyebrow before resuming the conversation. "Well, best of luck to you regarding Cranky. Do you need any help?"

"Don't you sweat it, Dusky, I got this one," she assured. "Besides, you already did your part with Ray."

Dusk smiled fondly at how far Ray had come ever since Pinkie had first dragged him to the stallion when he'd arrived in Ponyville. He hadn't been too sure at first, but after all he'd done, he would have been sad to see him go, if he'd decided to. Though she called him Mr Psychic Pony, he couldn't help but wonder if Pinkie had known somehow.

But that was impossible. Pinkie could be random, but that was quite far-fetched, even for her. Wasn't it?

His thoughts were cut off by the sound of familiar voice taking a tone he'd never thought he'd hear from her.

"Now go to the back of the line where you belong!" Fluttershy growled. The pony in question did so, as did the whole line, making room for her to approach.

Dusk was absolutely flabbergasted. He'd heard from Ray that she'd gone to the workshop, but he was still shocked to see the results. She was actually standing up for herself and he felt a sense of pride well up for her. He wasn't the only one.

"Heyyy, look at _you_!" noted Pinkie.

"Oh, your attitude is so feisty, it's fabulous," added Rarity, as Fluttershy flew up to them.

"Looks like that monster's workshop really paid off!"

"Iron Will's not a monster, he's a minotaur, and a true inspiration," said Fluttershy confidently. "His techniques really work. And I have you to thank for giving me that pamphlet to begin with, Dusk."

He tipped his hat in response. "I'm glad I was able to assist, equally proud to see the result."

Ray, covered in dough, popped his head out, levitating a pipe. After a second, he realised what Dusk had actually said, nodded approvingly, grinned at Fluttershy and headed back in.

"Well," continued Rarity, like nothing happened, "they've certainly made a difference in the way you carry yourself. You truly are a whole new Fluttershy."

"Yes I am. And new Fluttershy feels pretty stoked about new Fluttershy," she stated confidently.

"Well, old Pinkie Pie feels really proud of new Fluttershy. Proud as pink punch." She popped down behind the counter and bought up a bowl of it. "Want some?"

"'You laugh at me, I wrath at you!'" She picked up the bowl and dropped it on her head, departing casually. "Bye everypony."

In the wake of this, Dusk stared after her in shock, along with the others. They followed her out, where they saw her push out a stallion from the taxi she called and ride off home.

"Old Pinkie Pie's not so sure New Fluttershy is such a good idea after all..."

"Old Rarity agrees..."

"Old Ray is wondering why we're still referring to ourselves in the third person," noted the stallion. "Did you all go to the workshop too?"

"I'm glad I didn't," said Dusk. "What's happened to her? There's being assertive, then there's emulating Megatron."

Rarity looked around questioningly. "Who?"

"Never mind, just a book. My point is that I think Fluttershy is taking this a bit too far." He started to follow the direction of the taxi. "I'm going to go talk to her."

"I'll go with you," said Rarity. "I feel some degree of responsibility for this too."

"Thanks. Come on, let's go." They set off quick pace after her, leaving Ray and Pinkie to handle the shop. He would have asked them, but they'd be too busy.

He didn't know what it was Iron Will had done to his little sister, but he just hoped he could get her back.

* * *

Attack the day. That was what Iron Will had taught her. Nopony was going to take it away from her. She wouldn't let them, not new Fluttershy. New Fluttershy didn't take anything from anypony anymore. They'd see it her way or they'd get out of it.

Never before had she felt such power, such authority. She made sure to let the mailpony know that he'd delivered the wrong mail again and that he wouldn't be doing it again. She showed that stupid tourist what would happen if he made her lose. Maybe old Fluttershy would have just let them walk all over her, but not new Fluttershy. This was her life and nopony was going to tell her otherwise.

But then, certain someponies tried.

"Fluttershy! What are you doing?!" asked Rarity in horror, as she approached with Dusk. "That's no way to behave!"

"Didn't you see what he did to new Fluttershy?" she demanded. "And he thought new Fluttershy was a pushover!"

"No sweetie, he didn't," argued Rarity. "We saw the whole thing. We think that you've taken your assertiveness training a little too far."

How could this happen? Of all the ponies who thought that doormat Fluttershy was better, it was her friends who were telling her this? Not if she had anything to say about it!

"What?! You just want _new _Fluttershy to be a doormat like _old_ Fluttershy! But old Fluttershy is _gone_!" she shouted firmly.

"The last time I saw you like this, it was because an malevolent spirit had made you like this." Dusk looked up sadly at her. "I only wish that was the case this time."

"What happened to _nice_ Fluttershy?" asked Rarity. "We want _that _Fluttershy back."

"No, you want wimp Fluttershy. You want pushover Fluttershy. You want do-anything-to-her-and-she-won't-complain Fluttershy!" she raged, showing them she wasn't going down that easily.

"Fluttershy, please, listen to us," begged Dusk. "We're trying to reason with you. Do you even hear what you're saying?"

"I should have expected that from you," she snarled. "Just because you're a little wimp who's too scared to fight to stand up for himself doesn't mean I am!"

She felt some degree of satisfaction when Dusk was rendered speechless by her retort. He stared at her in disbelief, as he should be.

"Now, stop right there! Let's not let things descend into petty insults!" defended Rarity.

"Why not? I thought 'petty' was what you're all about, Rarity. With your 'petty' concerns about fashion," she retorted.

Rarity gasped in shock, tears starting to brim over her eyes while Fluttershy floated on high, staring down upon her. She turned to bury her face in her leg, while Dusk stood between them.

"Fluttershy, stop right now before you say something you'll regret," he warned.

"Oh, you'd know all about regrets, wouldn't you, Dusk?" she sneered. "You still waking up every night, crying because of your mean brother and waiting for Twilight or Luna to sing you a lullaby back to sleep? And you call yourself a stallion."

Now, it was Dusk's turn to start up the waterworks, but she wasn't finished there. She wanted to make sure the message sank in.

"I can't believe that the two most frivolous and pathetic ponies in Ponyville are trying to tell new Fluttershy how to live her life when they are either throwing their own lives away on pointless pursuits that nopony else gives a flying feather about or they start crying like a baby just because they've just had a bad dream and they're still four years old!"

They stared up at her, their lips quivering from the truth that was now ringing in their ears. Serve them right for trying to tell her what to do.

"I can see then… this how you choose to be from now on," sobbed Dusk.

"I cannot believe what that monster Iron Will has done to you!" wailed Rarity, the two of them galloping off down the road, soaking the ground with their tears.

"Iron Will's not a monster, he's a minotaur!" she roared after them.

She stood there, growling under her breath and simmering in the lingering embers of her wrath, willing to dare anypony else to try anything against her.

"That was quite a display," came Ray's voice from behind her.

"Oh, you're here too, are you?" She rounded, ready to take him on. "You here to try and get wimpy Fluttershy back too? You think you can tell new Fluttershy what to do? Well, I've got news for you, mister, I-!"

"No, I'm not." It wasn't just that he interrupted her, but how he spoke that stopped her. It wasn't his usual, gentle tone he used, but a negative and forceful one. One that countered hers.

"Oh yeah… well… what do you think you're…?" She lost her nerve, the fire of her rage starting to ebb.

He pressed on, in that cold, even tone. "You see now, what you've done? To your friends, no less? Iron Will, might not be a monster, but I'd say its fairly evident who is. I hope you're proud of yourself, new Fluttershy."

Before she could respond, or even think of one, he strode off in the same direction they did, without another word and without looking back. Though he was gone, his words echoed in her head and she looked down at the puddle beneath her.

"He's right…" she realised. "I'm the monster…"

Feeling a horrible sense of regret and guilt, she trudged back to her cottage, knowing she wouldn't be able to assert herself without hurting others. That meant there was only one thing she could do. Like any monster, she had to make herself a cage and lock herself in it, to make sure she wouldn't hurt anypony again.

It was all she could do.

* * *

Rarity had managed to calm down a lot sooner. Over her life, she'd had many things to cry about and had perfected a few techniques that ensured that she could get control of herself and stop after a while. It would still hurt, but she'd be able to deal with the emotional baggage with maturity and distinction.

The same, however, couldn't be said for her male companion. She already knew that Dusk was a lot more sensitive than stallions tended to be and Fluttershy's words had cut him deep. It wasn't just because of what they referred to, but also because he considered her like his sister and he was the one who looked out for her. To have heard such things come out of her… she could only imagine how much worse this was for him.

She stood with Spike in the living room of the library, watching while Twilight soothed Dusk gently, her foreleg wrapped around him and her horn glowing while she calmed not only his body, but his mind as well. How dedicated those two were to each other… it still surprised her, really.

"So, Fluttershy really said all of those things?" asked Spike.

"For the sixth time, yes, Spike," she replied shortly.

"I know, I'm sorry I keep asking but… I still can't believe it. I mean, Fluttershy saying all of that to you both? It's hard to picture."

"I know, I would have said much the same." She shook her head. "It was horrible, hearing all of that and knowing it was coming from her."

"Yeah. I mean, she taunted him about Doom, most of that's still pretty sensitive," added Spike. "Wow, Fluttershy really went too far."

"Even so, I know who is truly to blame here," said Rarity firmly. "That Iron Will and his lessons, they did this to her. Love the sinner, hate the sin, Spike."

"If you say so." He looked up at her with concern. "You sure you're okay? You need me to get you anything?"

"I'm fine, but thank you anyway, Spike." Looks like she was just as lucky as Dusk. "I appreciate your concern."

"Yeah, well, I don't like seeing you upset," he mumbled, blushing slightly.

They smiled warmly at each other, becoming aware that Dusk's sobs had ebbed away and he was now rising from the couch, Twilight kissing his cheek.

"There, there, it's okay," she murmured. "You feel better now?"

"I do, yes…" He sniffed and wiped away a tear. "Thanks, Twilight. I know, I must have seemed pathetic…"

"Dusk, you are not pathetic," she said firmly. "You are the sweetest, best stallion I know and I won't have you thinking like that. You hear me?"

"Yes, Miss Sparkle." He hiccupped a little as they hugged. "I don't know how I ever thought I could handle this on my own…"

"Because you're an idiot, but you're my idiot," she said fondly. "Now, go on, you have something to do, I think."

"Indeed." Composing himself, he turned back to Rarity. "We're agreed, Fluttershy isn't at fault here?"

"In the sense that she was advised poorly, yes. I'm sure she feels just as sorry about what happened as we do," she said assuredly.

"I hope so…" He faltered a little before he recovered. "Let's get going then."

The skies above had darkened by the time they reached Fluttershy's cottage. The place was normally so full of animal life, but now it looked almost abandoned. All the doors and windows were boarded up, as were the waterways for the little river and the entrances to bird houses. It looked as if Fluttershy knew as well as they did what she had done and attempted to simply hide away.

They glanced at each other, not sure if she was actually in or not. Knowing there was only one way to find out, Rarity knocked on the door.

"Fluttershy, are you in there?" she called.

"It's Rarity and Dusk," added her friend. "We want to talk to you."

A muffled, shame-filled voice came from within. "Go away! Go away before nasty Fluttershy strikes again!"

"Oh, sweetie, we all said things that we regret," said Rarity kindly.

"We just want to give you a chance to explain yourself," put in Dusk. "We still want you back.

"I see what you're trying to do, but I'm the only one to blame," she answered. "But don't worry, I'm never coming out of my house again. Everypony will be a lot safer with me and my mean mouth locked away."

"Sweetie, Dusk doesn't blame you, nor do I. You just received some bad advice from that Iron Will character," she said bitterly.

"Exactly. You received good lessons, but from the wrong teacher," added Dusk. "Rarity and I still manage to stand up for ourselves without resorting to the methods he's taught you."

"Yes! You can stand up for yourself without being unpleasant about it," encouraged Rarity.

"I… I'm not sure I can, I'm too far gone." It broke Rarity's heart to hear her talk like that. "Whenever I try to assert myself I become a monster."

"Oh, sweetie, you're not a monster."

"Speaking of monsters…" Dusk pointed to a certain minotaur, being carried by a goat on its back and stepping off as he arrived.

"Iron Will's my name, training ponies is my game," he greeted, staring off somewhere with a thumbs up.

They looked in the same direction, saw nothing and returned their attention to him.

"What a darling little catchphrase," commented Rarity, trying to be pleasant.

Iron seemed to take it as criticism. "Your friend Fluttershy loved Iron Will's catchphrases. Word on the street is that she doesn't take no guff from nopony! So, Iron Will is here to collect Iron Will's fee."

"We can't let him see Fluttershy with the state she's in," whispered Dusk.

Realising what he meant, Rarity ran up, trying to keep pace with his powerful strides.

"I'm sure a big, brave, powerful and rich monster- I mean, minotaur, like you, doesn't need that money right away. You can afford to come back later," she attempted with flattery.

"Are you kidding? Fluttershy is overdue as it is. Iron Will collects now," he answered firmly, picking her up and dumping her in a bush.

"Do something!" she urged Dusk. He nodded and hurried as Iron reached the door.

"Listen, Mr Will," he started politely, "as you can see here, there is little to no indication that Fluttershy is even at home presently. Why don't you give us some time to look for her and come back later?"

He seemed to consider this. "Iron Will does have some grocery shopping to do. Iron Will will come back this afternoon."

"Only half a day?" questioned Dusk. "Surely, a full day would be a more reasonable deal."

"Iron Will will wait a half day and no longer."

"Look, Ponyville is a big place, Mr Will," pressed Dusk. "You can hardly expect us to search the whole town for Fluttershy in such a short amount of time. If you give us the rest of the day to find her and come back tomorrow, I can guarantee we'll have her, rather than have you come back here only to see we haven't found her. It would be a waste of your time, which I'm sure you could make more productive."

"Hm, you make a good point," agreed Iron. "Very well. Iron Will will return tomorrow on that promise."

He started to leave. It had worked! Rarity was at first relieved, until they all heard what was distinctly Fluttershy's voice on the other side of the boarded up door.

The Minotaur turned back around. "Huh, sounds like the search won't be necessary. Iron Will collects now."

"Uh, hold on now, you agreed to return tomorrow," reminded Dusk nervously, blocking his way.

"'When somepony tries to block, show them that you rock!'" With barely any effort, he picked up Dusk and tossed him aside, sending him falling towards the mud.

He stopped by making a white colour cloud and levitating back to the ground. His horn started to glow, but Rarity shook her head warningly. There wasn't anything they could do without provoking him.

* * *

Fluttershy had been staying in her house all day, tied to the chair after boarding everything up and tying herself to the chair, with Angel fixing the knot for her. She hadn't expected to hear the voices of any of her friends again, let alone Dusk and Rarity. She would just stay here, until she rotted away into nothing. It was what she deserved…

But then, even after all the horrible things she'd said, they'd come to find her. Even Dusk, whom she felt the worst about. How could she not, after what she'd said to him about what had happened with Doom, what was still happening? The pony she considered like a brother and she'd hurt him in such a horrible way… what a monster she was…

They'd tried to tell her she could still assert herself without being mean, but she'd already shown that wasn't possible. Every time she'd asserted herself, she'd turned into a monster. Iron Will had certainly taught her well. She just didn't think it was possible, like how her friends couldn't possibly forgive her…

"Looking a little tied up, I see?" For the second time today, she heard his voice and jumped a little.

"Ray?" She couldn't turn around this time, so he walked around to face her. "How… how did you get in here?"

"I teleported in, but that's not important," he said decisively. "We need to have a talk."

"About what?" She hung her head in shame. "You said it yourself, I'm a monster. You don't talk with monsters…"

"I don't see any monsters here." His voice was gentle again. "Look, you made a mistake with your whole assertion thing. That's okay, everypony makes mistakes, but you have to learn from them and move on. You can't live your life like this."

"But… but what about my friends?" she stammered pathetically. "All the horrible things I said to them… how can I possibly go back from that?"

"They came back, didn't they? They're outside, right now, waiting for you to join them," he encouraged. "They don't blame you for what happened."

"They should though," she sighed. "I can't be assertive if it means hurting others. I'd rather be a doormat than a monster…"

Ray wasn't giving up though. "You heard them though. There are ways to assert yourself without resorting to cruelty and pain. Dusk and Rarity have their ways, but you need to find yours."

"How can you be sure?" she asked doubtfully.

"I know you can." He placed his hooves on her shoulders. "Come on. If you can stand up to Discord's pet monsters and a freaking dragon from what I've heard, you can stand up for yourself against anypony. You can do it. You already have."

Fluttershy felt his words start to sink in. He was right. She had been standing up for herself, long before Iron Will had taught her his lessons. Even though she'd been terrified beyond belief, she'd managed to stand her ground against a huge, terrifying dragon and a whole horde of Paraserpents on her own. That had been her and she hadn't needed catchphrases to do it.

They'd believed in her before, Ray believed in her now. But did she? Could she really do it?

"You… you mean that?" she whispered.

"Every word, Flutters," he nodded. "Now, how about proving me right?"

She jumped when she heard the sounds of wood ripping from her door. Iron Will was breaking in. Before panic could mount, she felt her hooves being untied and Ray stood back after doing so. He gestured to the door, as if to say…

Now's your chance.

Yes. This was her chance. He believed she could do it and what was more, she had good reason to. Time to try it out.

"Your payment is overdue, Fluttershy!" roared Iron Will, politely knocking on the door.

She answered it, looking right up at him without flinching. Surprisingly, she felt very little fear, despite how much bigger he was than her.

"You were nothing but a doormat, and Iron Will turned you into a lean, mean, assertive… machine?" He peered past her and saw Ray, looking from one to the other and noticing the ropes that had bound her. "Um… what were you two doing in there?"

Ray looked at the ropes, blushed and threw them away. "It's not what it looks like!"

"Right…" Iron cleared his throat and returned to the subject. "Now, pay Iron Will what you owe Iron Will!"

Simply, yet firmly, she replied, "Um, no."

Stunned silence followed her words, broken by the bleating of one of Iron's goats.

"What did you say?" snarled the Minotaur.

"No," she repeated.

He growled and started to bench-press the fence, roaring in her face. "Ohhh, I'd hate to be you right now, because Iron Will is gonna to rain down a world of hurt unless Iron Will gets his money pronto!"

She held her ground though. "As I recall, during your workshop you promised one hundred percent satisfaction guaranteed, or you pay nothing. Well, I'm not satisfied."

"What do you mean you're not satisfied?!" demanded Iron. "Everypony has always been satisfied!"

"Well I guess I'm the first then," she countered. "But since I'm not satisfied, I refuse to pay. It's as simple as that."

Iron, Dusk and Rarity stared at her in amazement. The minotaur turned to his goats, speaking briefly and privately. When he turned back, he was fiddling with his fingers.

"Ohh, are you... sure you're not just a little bit satisfied?" he asked. "B-because maybe... we could, cut a deal, I-I mean, we're both reasonable creatures, aren't we?"

"I'm sorry, but no means no," she said firmly.

"No means no, huh? Nopony's ever said that to me before," he said in wonder, stepping onto a goat's back and being carried off. "Huh... I gotta remember that one. That's a good catchphrase for my next workshop."

Fluttershy barely had time to register her pride before Rarity and Dusk ran up and embraced her.

"Well done, Fluttershy!" cheered Dusk. "You stood up to him, without resorting to violence or shouting!"

"In fact, you didn't change at all! You were the same old Fluttershy that we've always loved!" added Rarity proudly.

"Don't worry, old Fluttershy's back for good," she assured. "I'm sorry I took the whole assertiveness thing too far. Friends?"

Their eyes started to well up again, only this time they were tears of joy.

"Friends," they agreed, hugging her once more.

She just let them until Ray stepped out of her house, smiling approvingly. Normally, she would have just smiled back and shied away, but this time, she felt something else was in order here.

"Thank you, Ray." Drawing up all her courage, she flew up and shyly planted a small kiss on his cheek.

Ray's face turned completely red, rambling and stuttering in complete nonsense before lapsing into complete silence. Fluttershy's cheeks went a little red too, while she giggled along with the others at his state.

* * *

Hard Edge tapped his hoof impatiently, leaning against the crumbling stone wall while his 'employer' was hard at work, doing whatever-it-was-he-was-doing with the weird machine that he had set up in the centre of the castle.

He had a few good reasons to be impatient. Namely, he had never been the most patient of individuals. Either get it done slow or get it done now, that was how he viewed it. It had apparently taken months for the guy to actually set this thing up and get it working, so he was eager to see if it worked. He'd already told Edge of its purpose and he wanted to see that purpose fulfilled.

There was one other thing too. Dusk. The pony who'd made him look weak, who had taken his rightful place of glory, who had even cost him his post as a guard of Canterlot. The whole Blackhole Doom thing had been good for a start, but if what this guy had told him was true, the purpose his machine was made for would make that look like a teddy bear's picnic. And boy was he looking forward to more.

If this thing actually worked, of course.

"That thing ready yet?" he asked impatiently. "I feel like I've been standing here as long as this dump has."

"Yes, yes, it's almost ready for activation," he muttered. "The alignment should be correct, with necessary energy output from the readings I've been gathering… should be enough to break through and bring him in…"

He was talking more to himself again than to Edge. He had a tendency to do that and it could be a little annoying.

"Will that actually work though?"

"It should do, yes… should do. This is the place where it happened, all those years ago… so much suffering and anguish… yes, it will…" He was silent for a moment, that strange gleam of joy returning to his eye before looking up at him. "I understand that Princess Luna is endeavouring to discover the perpetrator behind the, uh, incident of Doom?"

"Yeah, she's put out a search," he confirmed. "Already tracked down the brothers and it won't be long until she catches them and get something outta them."

He nodded slowly. "At which time, I assume you'll be ready to play your part?"

"Sure am," he grunted. "They're gonna regret what they did to me, all of 'em. This is gonna be good."

"Yes, no doubt," he murmured, returning to his work. "Gem focus array set, energy output at maximum, target locked… we're ready."

Edge felt his excitement mount. "Fire it up then."

"Believe me," he muttered, placing a hoof on the switch, "I intend to."

He slammed his hoof down. The larger part of the machine started to hum with life, lights flashing and instruments beeping. The cables that ran to the large, metal circle at the centre of the room started to buzz and crackle with energy, red, black and gold dancing across the floor. The circle started to flare to life, the same energy gathering towards the middle of it and gathering with increasing intensity and frequency.

Hard Edge flinched a little from the little sparks, his smaller compatriot watching with mounting excitement, that glow in his eyes now filling him fully. As tough and strong as Edge knew he was, that part of him always gave him the chills and this was no different. It was like he knew what was coming with the completion of this test, horrors and terror that would follow… and he was finding pleasure in it.

He turned his attention back to the machine. The energy was really building now, whirring and sparking violently. Alarms started to go off on the machine, some of the controls sparking and bursting with the sheer amount of power it was putting out. A light had started to grow inside the circle, a sphere of pure energy growing steadily bigger and bigger with every passing second. Wow, this thing was loud!

Edge didn't know if it was supposed to be doing this, but he had a sudden thought.

"This thing looks like it's gonna blow!" he shouted over the din. "Shouldn't you do something?"

"No, no!" he shouted back. "It is working! It's working! He's coming!"

The seconds passed, the sphere growing in further size, more of the machine sparking and sputtering with the strain. The humming growing louder and louder, almost shaking the floor beneath them. Parts of the ruin started to crumble a little, specks of dust and debris falling down around them.

"It is gonna blow!" shouted Edge. "How do you shut this thing off?"

"STAY AWAY!" the doctor snarled. "I have come too far to end this now!"

Before he could argue, he saw the sphere had grown larger than the circle that contained it. It had stopped, but the humming was louder than ever and he knew what was coming.

"DOWN!" He shoved the doctor to the ground, just as-

KAWOOM!

He felt a tingling in his fur, a rush of energy shoot past him and, above it all, somepony screaming. But it wasn't him or the doc… it shook him even more than the machine ever had.

Edge waited for a few moments. He opened his eyes slowly, a heavy cloud of foul-smelling smoke covering his vision, originating from where the circle had been. He could still feel his hooves and every other part of him. The doctor was on the floor beside him. They were fine, miraculously.

"Get off me," he snapped sharply, rising quickly and hurrying over to his device. "Too much output in the transmitter. Fried all the circuits."

"So, it didn't work?" demanded Edge, striding up. "All of that and nothing?"

"I never said that." He pointed slowly with his hoof, towards the direction of the platform. "Look…"

Edge did so, squinting through it all. It took a while for the smoke to clear, but he could definitely tell that the platform was still there. It had survived. And it was no longer empty. Something was atop it. What was that, some rocks that had fallen onto it? They both stepped forward, the smoke clearing further as they approached.

They stopped, just before it. That was no pile of rocks. It was a pony, bent over and crouched in the centre. Even though he was crouching, Edge could tell that he was big… no, tall really. Not that much taller, but a little. He could make out wings, folded tightly against his body, a horn protruding from his head. Where had he come from?

He could soon make out more features. His fur, grey like the ashes of a dying fire. His mane and tail were royal purple, long and flowing almost like a robe. His face was gaunt, almost lifeless, like a corpse. His closed eyes only helped to serve this image.

Had this been the guy who'd been screaming before? The one the doc had told them about, who would bring him real glory? Edge could feel an emotion stirring, just from looking at him, one that he wasn't too familiar with and preferred not to be.

Fear. Pure and growing.

"It worked then?" he murmured to the doc.

"Oh yes," he said, with barely contained excitement. "I'd say it has."

Slowly, very slowly, the eyes opened. That fear Edge felt was now fully realised. They revealed grey, dark pits, like the one they had just pulled him out of. Despite the fear he felt, Edge could also feel a smile of his own start to grow.

Now, things were gonna get good.

* * *

Well… that happened, right?

So, It's About Time up next!


	35. It's About Time

**It's About Time**

Night had fallen over Equestria. Celestia's sun had dipped below the horizon, allowing Luna's stars to rise and rule the skies, bathing the land in their pale glow. All of Ponyville was sound asleep in their beds, the shadows cast by their homes lengthened by the ever rising moon above. Only those of nocturnal nature roamed the streets now, bats fluttering through the air, foxes scurrying out of their holes in search of meals. Nothing that dwelled during the day stirred.

Until a shadow detached from another, the occupant almost dissolving from the darkness. The shape darted its head up and down the street before galloping full pelt to another and diving into it, vanishing from view. Seconds later, another shadow passed over the street. It scanned the length of it before flying away again. After another ten seconds, the first form emerged once more and ran down another street.

To any other pair of eyes, it would appear to be some predator of the night on a relentless search for its prey. In a way, that was true, but this wasn't for the purpose of survival. Merely training.

Dusk hastily glanced over his shoulder, glancing up at the sky and pressing his back to the wall of the alley. He knew that she could sense his presence if he remained out of the darkness for too long. He needed to give himself some time to rest, however, before using the shadows to conceal himself like she'd taught him. He was still getting used to it.

He snapped his head up at the sound of wings beating gently against the wind. She was coming. Thinking quickly, he retreated into the shadow of an alley, using his magic to conceal himself. At the same time, he created a puppet of himself and commanded it to gallop in the opposite direction. It was a long shot, but she might just take the bait long enough for him to escape...

Success! The direction of her wing beat changed and it went after his proxy. Allowing a minute of satisfaction, he vaulted over a nearby wall, stumbling a little and almost knocking something over. He steadied it, listened for a moment and set off for the town square. He had to make it there without her catching him to claim victory. He'd had a few close calls, but he was almost there.

He rounded the next alleyway, recognised the fountain up ahead. His heart leaped and he could feel his triumph mounting. Just a little bit further and he would make it. This was only his first night learning this magic and he had nearly succeeded!

Suddenly, he saw something land ahead, blocking the exit. She stood up and spread her wings, her shadow almost touching him, like it was reaching out for her. Panicking, he hid in the nearest patch of shadow, silently hoping she hadn't seen him. She stood there, silent and motionless. Would she move on?

Hooves on stone, moving closer reached his ears. She was coming. There was nowhere he could go, not without revealing his presence and this close she would catch him in seconds. His strength was waning, soon he'd be visible. There was only one chance he had. Transport from one patch of shadow to another.

Calling on his last magic reserves, he reached deep into the shadows, searching for an escape. His body felt cold when he started to sink in further. Darkness clouded his vision completely, filling his lungs. He couldn't breathe, couldn't see. This wasn't going to work… needed to breathe!

He gasped and coughed, collapsing out of his hiding place, gulping down air. Only after his eyes became adjusted to the light again and he stopped behaving like one who had just survived being drowned, did he look up and see the disapproving eyes of his teacher boring into him.

"You attempted to travel between shadows, didn't you?" It was more of a statement than a question.

"I… I thought…" He took down a few more breaths of air and tried again. "I panicked… thought it would work…"

"As I told you before, if you do not control the shadows, they will consume you," she repeated sternly. "You're not ready yet to attempt that."

"I'm… I'm sorry, Luna," he apologized solemnly. "But I had to try something, even if it was that."

She raised an eyebrow. "And why, pray tell, do you say that?"

"You were going to catch me," he stated simply. "Forgive me, but you can be quite… smug when you win."

"Are you accusing your princess of being egocentric?" she demanded.

"Considering that you tried to have a whole night just for yourself, is that so unreasonable?"

At first, he feared he might have overstepped his boundaries, until Luna gave him a dry sort of smile.

"Since when did you become so defiant, my student?"

"I suppose I've learned a few things," he responded. "I'm sorry if I offended you."

She waved a hoof dismissively. "'Tis no trouble, I know you meant nothing by it. What is past is past now. Just think a little more clearly next time. You're usually a little more sensible than that."

"Only a little, princess?" he asked, letting her hear the smile in his voice.

"Well, it was quite a foolish decision," she argued. "'Oh, my ever wise and powerful teacher told me about a spell that I shouldn't attempt yet until I am ready. I know, I shall attempt it right now, that sounds like an excellent idea.'"

"Yes, you've made your point," he said hastily. "I won't try that again until you think I'm ready."

"That's all I needed to hear." They walked out of the alley and into the street. "On the other hoof, that wasn't such a bad start for the use of shadow magic. You can at least conceal yourself well enough."

"Thank you, Luna, though it puts a bit of a strain on me currently," he noted.

"That's something that will come with practice and time," she said. "We'll keep working and refining the use of these spells, so that you're at your full peak if you should have need of them."

"I hope I won't." He recalled the strange sensation he had when doing it. "Manipulating shadows is a lot different than creating light."

"But we are fortunate in some respects. It would have taken a lot longer under normal circumstances, but thanks to…" She trailed off at the end of that.

"Thanks to Doom unlocking them for me," finished Dusk.

Her tone became contrite. "Dusk, I did not mean to…"

"I understand, Luna," he said grimly. "I'd rather not have found these powers the way I did, but if I have them, I'll use them for my purposes, not his."

"I'm glad to hear that." She smiled fondly at him. "You truly are stronger than he could have ever hoped to be."

"Good to know somepony has faith in me," he remarked. "Can I ask, how are you coming along with your investigation?"

"Well, we…" She stopped as her eyes fell on something. "Curious, the lights in Twilight Sparkle's home are still on at this hour."

Dusk looked to see that she was right. He could also now and again see her silhouette passing by the windows, pacing back and forth.

"She must be staying up late for something." He glanced at Luna, who smirked when she appeared to read his mind.

"Our lesson had concluded for the evening," she said in an understanding tone. "Go, help her if you must."

"Thank you." He paused in his progress. "Can I ask you something? About the investigation?"

She considered the question, as she seemed reluctant to tell him. "Very well."

"If you do find who's responsible and you go to apprehend them… can I come with you?"

"For what reason?" she asked suspiciously.

"I just want to know who it was… and why they did it," he answered truthfully.

He made it sound simple, but it wasn't like he wanted to hurt whoever it was. He wanted to see them face-to-face, to meet the coward that hid in the shadows to wait for his darker side to do whatever they'd intended and let them know the pain and suffering that their actions had wrought. Not just to him, but to his home and his friends.

The old Dusk might have been content to simply wait and let others handle it, but new Dusk felt he had some kind of responsibility to confront this pony, to understand how and why. Remind them of what happened when they crossed him or his friends. Not in any violent sense, but enough to show he wouldn't tolerate it.

Hopefully, that didn't sound too much like Fluttershy during her assertiveness run. Even if a small part of him did want to cause him some pain in kind for what he did.

"I can understand that." She nodded slowly. "Very well, Dusk. When we track down the culprit, you may accompany me to their apprehension. But when you do, you will do exactly as I say and nothing else. Am I clear?"

"As crystal, Luna," he promised. "Have a good night and good luck."

"The same to you, my student." She smiled knowingly. "Don't be up all night."

Waiting until she had flown back into the night, Dusk watched her go, turned and approached the library, gently opening the door. As he had seen, there was Twilight, pacing around with a worried look on her face.

"Usually, on a late night stroll, one tends to go outside," he said lightly.

She jumped and whirled around. "Dusk?! What are you doing here?"

"I was having my lesson with Luna and saw the light was on." He walked up to her. "Now, what are you doing up this late?"

"It's um… look, don't feel you need to check up on me," she said, calming down a little bit. "This is my problem, I can deal with it."

"Now, you're starting to sound like me and that's never a good thing," he countered. "Whatever it is, Twi, I want to help you. You'd do the same for me. You _have_ done the same for me."

Twilight shifted her gaze around nervously, bit her lip and almost immediately descended back into her panicked state.

"Oh, Dusk! It's awful, it's horrible, it's tragic!" she wailed.

"Calm down," he urged. "Tell me what's wrong." Knowing Twilight, she was probably making a big deal of a small problem again, but he was willing to hear her out.

"Here." She levitated her calendar over, showing the April 4th on it. "Now do you see what's wrong?"

"Um… we're three days late for April Fool's Day?"

"No, the problem is I just finished planning my schedule for the month, but I forgot to leave time to plan for next month!" And there it was. "Don't you see? There's no time in my schedule to put together another schedule! I could move my meeting with the Ponyville Hay Board to the following Tuesday, but then I have to-"

"Twilight, you're freaking out again," he said, gripping her shoulders. "Look, if you're so worried about your schedule, I'll help you fix it."

"Oh no, I couldn't ask you to do that," she insisted. "I mean, this is pretty big and I don't know how long it might take. We could be up all night trying to find space to plan a new schedule."

"Then so be it," he shrugged. "Besides, you're not asking me to, I'm putting myself forward to do it. My choice, not yours."

She stared at him for a few moments before throwing her hooves around him in a hug. "Dusk, you're the best! Thank you, thank you, thank you, thank you!"

"Heh… my pleasure," he replied. "Now, let's get this sorted."

By his standards, he wouldn't consider a schedule mix-up to be that big of a worry. Not everything in life could be scheduled and organised and he accepted the ones that were given to him because they were necessary. He didn't have to plan out every month of every day of his life, he just took it as they came. Or he would take them according if he was in Twilight's schedule or not.

But, this was Twilight he was talking about and she did like to be organised. Plus, he'd volunteered for this, not that it would be too bad. As the student of Luna, he was used to staying up later than most. That and from nightmares, but he preferred not to go into that. Might as well try and get this done.

He tried his best to offer his advice, but Twilight would usually dismiss a suggestion of skipping even one thing she had in her schedule or find some problem with trying to reschedule another one. Even with his help, it took them until dawn the next morning to finally find a solution.

"Are you sure you don't want to miss out one of our dates to fix this?" he repeated. "I really don't mind."

"No, don't be silly. Spending recreational time together is part of being in a long and successful relationship," she quoted word-for-word from a book on the subject, before adding more softly, "Besides, I like spending time with you on our dates. They're always fun."

"Okay then." It was then he noticed something. "What about these two books you have scheduled to read here."

She looked where he pointed. "What about them? You're not suggesting I don't, I've been meaning to read these for a while."

"Not at all," he said quickly. "But what if you could read them both and finish them sooner?"

Her eyes darted back and forth and widened with happiness. "Yes, yes, I think that's it! If I can find a way to read _The Art of Invisibility Spells_ and _Thornhoof's Brief History of Canterlot_ at the same time, that could leave me a half-hour scheduling window! Dusk, you're amazing!"

"I'm... sure you would have the same idea as me in the end," he mumbled.

"Perhaps, but you still…" She trailed off and turned around. "What is _that_?"

He realised that a series of sparks were landing close beside them, a gathering wind blowing papers and book pages. They looked to see some kind of magical energy gathering near the fire place, the apparent source of this wind and sparks. Not only that, but the bright purple orb was growing bigger and brighter with every passing second.

Whilst trying to figure out exactly what it was, Dusk also pushed Twilight back defensively and prepared a shield spell, on the off-chance that it was dangerous. This definitely wasn't some kind of natural phenomenon. It was being caused by something. It looked like it was about to reach its peak and he was going to cry out a warning…

Then it shrank and expanded again, in a blinding flash of light before receding completely. Only when it was gone, they had added company that made Dusk stop and stare. Her mane was a mess, she wore a tight, torn black suit, an eye patch, a bandage and a scar across her cheek, but there was no other pony it could be other than the one who was beside him… now in front of him too.

The other Twilight shook her head and hurried over when she saw them. "Twilight, Dusk, you've got to listen to me!"

"Who are you?" asked his Twilight. "I mean, you're me, but I'm me too. How can there be two 'me's? It's not scientifically possible. You are not-"

"DON'T!" Dusk pushed her hoof down when it moved to touch her. "Sorry, but if I'm right, you shouldn't touch her."

She looked at him, confused. "Why? What do you think?"

He directed his question to the other. "Are you… from the future?"

"Yes, yes I am," she said quickly. "And I have an important message for you!"

"You're from the future?!" she asked in disbelief. "That's amazing! How did you figure that out, Dusk?"

"I've read plenty of science fiction novels in my time," he answered. "That and a bit of a lucky guess."

"Yes, but you've got to-"

"Why wouldn't you let me touch her?" she went on. "I mean, not that touching myself wouldn't be um, strange, but why not?"

"It might cause a time paradox and my knowledge tells me those are never good." He glanced over at Future Twilight. "I'm sure that this is already quite a paradox and we don't want to make things more complicated by touching two different versions of yourself at the same time."

"Right, I see…" She looked a little puzzled, but she turned attention back to her future self. "What happened to you? The future must be awful."

"Please! I don't have much time!" insisted her future self.

"Is there some sort of epic pony war in the distant future or something? Is Dusk okay?" she added urgently.

"Actually, I'm from next Tuesday morning and yes, he's fine, but that's not important right now!"

"I can't believe time travel is really possible! How did you, I mean, I figure it out?"

"The time spells are in the Canterlot archives. But that's not-"

"Really? Where? I've never seen them."

"They're in the Star Swirl the Bearded wing. Now, you have to listen to-"

"Is time travel fun, or does it hurt? I have so many questions-"

"Twilight? My Twilight," he added to avoid confusion and to silence her. "I'm sure she has something important to tell us, if she's here."

She nodded, magical energy starting to build around her. "Yes, I do have something extremely important to tell you about the future, and I only have a few seconds so you've got to listen! Whatever you do, don't-"

There was another flash and she was gone. No doubt returning back to the future time she came from.

"Oh no! What was she trying to warn us about?" Twilight examined the sooty spot she'd left. "Her clothes, her mane, that scar... oh, what a mess she is!"

"Or you will be."

"Good point…" She looked back at him. "What do you think, Dusk?"

"I'm of the same mind, Miss Sparkle," he answered. "From the state she's in, whatever has happened in the future can't be anything good and she must have come back here to try to prevent it."

Twilight gasped in realisation. "She must want us to prevent whatever horrible thing happens in the future! We've got to warn everypony!"

"I agree, but how do we do this?" he asked. "Going out there and announcing that we've been visited by you from the future to warn about a disaster we don't even know about isn't exactly going to be taken down well."

"We have to try though," she insisted. "You were here with me and the rest of our friends might believe us. Why would we make something like this up?"

"I suppose…" In the end, he bowed in compliance. "Lead the way then."

While he was still having reservations about just announcing the idea without any proof, he followed regardless. His stories had taught him that at any point somepony came from the future to warn you about something, it was never a good thing and was worth listening to. Even if they didn't get the message fully. It was worth a try anyway.

They galloped as fast as they could out into the street, Twilight crashing into Fluttershy who was carrying some party supplies for Pinkie with the help of Ray. Dusk only paused for a moment to apologise to them both before catching up with Twilight, who stood on a bridge to make her announcement.

"Listen, everypony! I've got something really-"

"Um, Twi?" He levitated a pair of fake glasses and moustache off her face. "Carry on."

"Thank you. Anyway," she continued, "we have a crisis on our hooves!" The crowd murmured in worry. "I've just been visited by myself from the future!" Then they burst out laughing.

"She's telling the truth," defended Dusk. "I was there too."

"Exactly! This isn't a joke! My future self tried to warn us about a horrible disaster that's going to occur sometime before next Tuesday morning!"

"What kind-a disaster?" Applejack asked urgently.

"I don't know! I got sucked back into the future before I could explain!"

"Run for your liiiiiiiife!" screamed Pinkie, suspended by balloons and floating in the air. Nopony remarked on this.

"What ever should we do, Twilight?" asked Rarity. "How do we stop the disaster if we don't know what it is?"

Twilight then proceeded to show her excellent skills of organisation. She had the Pegasus ponies, led by Rainbow Dash, to scout out other settlements for anything that might cause a disaster. After drawing up a list of possible disasters, from the dam breaking to a shortage of water, she had everypony else in town disaster-proofing Ponyville against them. Amazingly, she was questioned by very few considering this.

While they all did this, Dusk confined himself to the library for his part, with some fantasy and sci-fi books opened on one side of him and some scientific research journals and history books on the other, whilst also using Ophelia and Owlwoliscious to keep in touch with some facilities in his fields. Twilight had everything that she could think of on her list, but not everything he could think of and he had some knowledge of this.

He read through journal findings, from the hypothetical genetic research of Professor Beaker to the controversial experiments and research of Doctor Test Tube. It was rather dull, but he found out what he needed. He wrote letters to the facilities in close vicinity, asking on the detail of their findings and checked their current levels of technology to some fictional apocalypses he knew of, drawn up on a list of his own.

After working tirelessly through most of the day with everypony else, he had crossed off every possible one on his list and met up with Twilight and the others to report their findings.

"Done, and done, and done," she said, ticking them off. "Applejack, what about the Everfree Forest?"

"The perimeter's clear," she reported, pulling leaves out of her mane.

"And my team gave the all clear from Fillydelphia to Las Pegasus," added Rainbow.

"Excellent. What about you?" she asked Dusk.

"Negative on everything I can think of." He showed her his list. "There's no bioweapons research, so that rules out zombies or the like, observatories report no major meteor activity or UFOs, we don't have the mechanical level necessary for a rise of robots and no nuclear advancements for a possible fallout."

"Wow, that's pretty thorough."

"I learn from the best."

She smiled fondly and held up her parchment. "Well, we've done everything on my list to, but still... future Twilight looked like she'd been through a horrible ordeal. I just have this nagging feeling we should be looking for something bigger than loose bolts and leaky pipes."

As if on cue, there was a huge rumbling and a loud roar, followed by a huge form bounding over the houses. Dusk backed up when he recognised what it was. A huge bulldog, but with jet black fur and three heads, all of them roaring loud enough to make the ground and houses shake.

"What is that thing?" yelled Spike, while everypony started to panic.

"That's Cerberus!" informed Twilight. "He's supposed to be guarding the gates of Tartarus, but if he's here, then all of the evil creatures that have been imprisoned there could escape and destroy Equestria!"

He felt a chill in his bones from those words, even as Twilight appeared excited now they had found the source of the disaster. Though it was also part of the land of the dead, Tartarus housed a number of living creatures and beings deemed to evil to be contained anywhere else. If they got out, no power in Equestria would be able to stand up to them.

It was this that motivated him to join Twilight at her side in an attempt to use magic to subdue him… until Fluttershy used her exceptional skill with animals to calm him, treating him just like a normal dog. After getting a stashed ball from Pinkie Pie, Twilight used it to lead Cerberus away from Ponyville and lead him back to where the gates of Tartarus were located.

"You're coming along then?" she asked, when Dusk galloped alongside her.

"Do you even need to ask?"

"Probably not, but it's good to make sure." They traded smiles and picked up the pace. "Come on, before anything does manage to get out."

Thanks to Twilight's education and Dusk's own studying, they both knew where the gates were located and it wasn't exactly a place Dusk was looking forward to seeing. It had some great historical significance and was a well-known monument, but it was from a more grim time in Equestria's history regardless. Still, they didn't have much of a choice.

They only stopped to rest at very brief intervals, galloping almost the whole way. Since Cerberus guarded Tartarus, they had to get him back as quickly as possible before any of those he guarded escaped. They who resided there would be able to keep them in order for some time, but they needed their guard dog at the entrance to have full force. The sun was already dipping below the horizon when they finally arrived.

Even though they knew the urgency of the situation, they couldn't help but pause for a moment at the sight that stretched out before them. How could they not? Three acres of land, dedicated for one purpose.

"I… never thought I'd actually see this place," murmured Dusk. "I know about it but… I never thought…"

"I know, I feel it too." Twilight took in a deep breath. "Well, best get this over with."

Remaining silent and following her lead, Dusk stepped lightly upon the ground, like his steps would awaken those that dwelled beneath.

This place was one of a kind. Back in the early days, before the unification of the sects, it was known that many ponies from all sides had died. When they actually came to total the dead after whatever had done had been stopped, it was rumoured that the end result had so horrified the leaders that they had the cause for it stricken from the pages of history. Some said it was a sickness, some say a battle, some that it was some horrific beast that had caused the slaughter.

Historians speculated, but nopony knew. What mattered was what it had left behind. Hundreds, if not thousands of fading, crumbling stones emerging from the ground, each marking the place of a pony who had passed from this world to the next. Some were named, some weren't. Earth ponies, unicorns and pegasi, all dead from the same, horrible cause and spanning on now as far as the eye could see, surrounded by mountains that were like giant tombstones themselves, marking for all where they lay.

They continued on in silence, out of respect for those who lay here… and through fear. Graveyards existed, of course, but none as big as this one, none that had left such an impact and yet was easily missed. Probably because very few came looking for it. Desolate, silent and empty of life. That was why it was called the Gates of Tartarus, because they lay at the very centre of it.

A reminder of what hatred and lack of friendship brought.

Cerberus padding behind them, still watching the floating ball, they reached the middle. Here, one stone was different from the rest. A giant obelisk, laden with the names of all who were buried here, with the emblem of Equestria set before it. Though silence still pressed down on them, Dusk could feel the chill of something that wasn't the wind. Like they were being watched.

He turned to Twilight and asked in a deathly whisper, "Now what?"

"They'll know we're here. We just have to wait."

So, they did. That chill on Dusk's neck only grew with every passing moment, silence broken only by the panting of their canine entourage and the wailing of the wind. Like the cries of the damned, calling from where they lay. He looked around, blinked and almost jumped when he saw they were no longer alone.

They stood either side of the obelisk. At least, he thought they did. He could barely make them out, shimmering like mirages. They were definitely ponies, or they looked like ponies. They were with them… yet, at the same time, they weren't. Like they were lingering on the border between two different places. Fitting, as they probably were.

"Um… hi!" Twilight was the one who addressed them. "We're um… returning Cerberus to you. He managed… to escape, but we found him. So… you want him back?"

The figures did nothing for a moment. They seemed to nod, but he honestly couldn't tell. They approached, but it was more like the wind was carrying them than their hooves. Cerberus followed them with all of his eyes and growled low in his throat before traipsing after them, towards the obelisk.

One of them appeared to stop. It glanced back, tilting its head first to Twilight, then to Dusk. He wondered if they appeared the same to them where they were. He felt its gaze on him, piercing his very core and chilling his blood. The form held the gaze. Dusk blinked. It was gone.

They were alone again. He knew he should have felt pride that they'd accomplished their mission, but after running all that way and considering where they were now, Dusk just felt tired and willing to leave this place as quickly as possible.

"Great, now the disaster won't happen," said Twilight brightly. "Let's get going."

"Of course…" A thought suddenly occurred to him while they were leaving. "How did Cerberus get out?"

"What do you mean?"

"Well, he guards the entrance to the underworld. It's not like he jumped over a fence when they him out in the backyard for a play. What could have caused him to leave? Why?"

"Hm… I'm not sure…" She looked pensive for a moment. "Oh well, it doesn't matter now anyway. It's not like we can go down there and find out."

"Indeed." There were strict rules regarding Tartarus, namely that no non-inhabitants were allowed in and likewise for those that dwelled there. "Like you said, we got him back and that's the end of it."

"We did and now the disaster is averted," she said proudly. "I think I saw a town not far from here. Let's go there and rest for a while before we head back."

Dusk smiled at almost the instant they left the graveyard. "Sounds like an excellent idea."

Though he kept it to himself, he wanted to be away from here as quickly as they could. They waited until they were sat down inside a café at the town before they resumed their conversation.

"So… we just saw inhabitants of the underworld," he remarked. "Not something one normally sees."

"Not really, no," she agreed. "It's a shame they wouldn't speak to us. It might have been interesting to learn more about their world."

"Maybe it was more that they couldn't," noted Dusk. "You saw them. It was like they didn't really belong here and they were only just able to come through."

She nodded sombrely. "Then again, that is part of the rules. They can't come into our world, including spirits and those that were born there and we can't go into theirs. Until of course…"

"Hm…" Dusk nodded, knowing what she was getting at. "Do you think we managed to get Cerberus back in time?"

"If anything had managed to escape from Tartarus, I think we'd know," she said with surety. "We stopped the disaster and now we can go home."

"Good, because I was worried that…" He stopped himself, but before Twilight caught it.

"Worried that something might have gotten out?"

"In a manner of speaking, but not from Tartarus. More of a… home-grown source."

Twilight frowned when she figured out what he was getting at. "Dusk, I'm confident that Doom wouldn't have been the cause of the disaster. Even if he would be, he's not in your head anymore. You have nothing to worry about, so stop."

"I know, I know but… it's hard to remember that at times," he murmured. "Like at times like this…"

"That's what I'm here for," she said gently. "Can I ask, do you know how Luna's investigation is coming along now?"

"I would think she's already found the brothers, if not then soon." He looked at her. "When she does find whoever did it, she's going to let me come to see them apprehended."

"What?" Incredulousness took over. "Why would she allow that?"

"Because I asked her to."

"But why would you want to? Dusk, this is somepony who bought out Doom to hurt you, or worse. What if they try something like that again, with you right there?"

"I'll be with Luna and her guards and I can take care of myself," he replied, a little more harshly than intended. "I'll be fine."

"But you don't need to be there," she pressed on. "Why do you think you have to go?"

"Because I do. I want to find out why he did what he did, to understand a little better before he's thrown away." He looked at her urgently. "I need to know and he, or she, is the only one who can tell me."

"I can understand that but are you sure that's the only reason?" There was more of a statement than a question in that. How well she knew him…

"It… it hurt, Twilight," he struggled to say. "When Doom came back, I felt a lot of pain, both from what he did to me and to you. They were responsible for that and… part of me… wants to return the favour…"

A long time ago, he would never have even considered saying a thing like that. But a lot had changed since those days, including himself. Twilight seemed to recognise that, though there was a brief glimmer of fear in her face before she continued.

"I… I can understand that too… I thought that perhaps… you might."

"Does that make me a monster?" he asked, his tone almost pleading.

That fear vanished completely now, replaced by a comforting determination.

"You're not a monster for thinking that, Dusk," she said firmly. "Anypony would want some kind of payback for harm done to them, but what's important is that you don't give in to that. You never have and I know you don't want to start now. Because otherwise, how does that make you any better than they are?"

"Yes… you're right…" Of course she would remind him of his ideals when it seemed he would forget them. "What would I be without you, Twilight?"

"I dread to think." There was a partially joking tone in her voice, partially serious. "But I don't want to think about what you might be, just focus on who you are. The pony I love."

"I love you too." While he gazed at her, another question occurred to him, one that would help lighten the atmosphere a little. "If you hadn't met me, would you have still been interested in finding romance?"

"Honestly? Probably not," she answered. "I mean, I'd probably be open to it, but I wouldn't be actively seeking it. At least, not for a while. Until I met you, I didn't think I needed a stallion to be happy. Now… my view has changed somewhat."

"I'm happy that it has," he replied, blushing a bit. "So, you don't think you would have gone for another stallion?"

"Not anytime soon, no and I don't think many more would be interested in a bookworm like me," she said dismissively. "I'd probably have to go to another world to find a guy interested in me."

"I wouldn't go that far."

"Good thing I'm doing just fine in this one then." She giggled at his blush. "What about you? Would you have found somepony else?"

"I doubt I'd even have friends, let alone a marefriend, if I'd never met you." He placed a hoof on hers. "I owe you everything, Twilight."

"Technically, you owe Princess Celestia, since she's the one who introduced us in the first place, but thank you anyway." She smiled sweetly at him. "You're a good-looking stallion, Dusk. I'm sure you would have found somepony in the end."

"I know. I found you."

* * *

They only rested for a small amount of time before heading back. It wasn't as urgent as it had been on the way here, but they still wanted to get home quickly, alternating between Twilight teleporting them and Dusk using his colour clouds. The sun was just starting to rise over the treetops by the time they returned, only realising how dirty they were when they actually stepped back into the library.

The light-hearted atmosphere was short-lived, for it was broken when Spike belched up a lost dog flyer from the princess that cut Twilight on the cheek. While Spike was flippant about it, both he and Twilight were concerned because it was where the scar on future Twilight's cheek had been, which meant only one thing: the disaster was still coming.

"If the disaster wasn't caused by Cerberus getting loose, then what could it possibly be?" pondered Twilight aloud.

"I dunno, but maybe you ought to give the pacing a rest. You've worn a groove into the floor!" pointed out Spike with a laugh.

"I don't have time for another one of your lectures, Spike! This is serious!"

Spike looked incredulous. "_My_ lectures?"

"Spike, not now," muttered Dusk. "So, what are you thinking, Twi?"

"I'm not sure. I did everything I could think of to change the future. But it didn't work. So maybe it's not what I do... maybe it's what I don't do!" She teleported out of the groove and next to a bookshelf. "If I stand right here and don't move a muscle until next Tuesday, I can't possibly do whatever it is that future Twilight wanted to warn me not to do!"

"Twilight, while I do see your reasoning, you can't seriously just do nothing until next Tuesday," reasoned Dusk.

"Watch me." Her eyes faced forward, her body going rigid. She really was doing it.

"Really?" Dusk could hear the mischief in Spike's voice. "So... no matter what happens, you're not gonna move a muscle, huh? Then maybe you won't mind if I... eat an entire tub of ice cream!"

Dusk could see her eyes darting to Spike at his words, but she did nothing while scooped a spoon into the tub and gulped down some strawberry ice cream. He even did it in front of her, making exaggerated sounds of enjoyment.

"Spike, stop! Think of the stomach ache!" she begged through gritted teeth.

He only chuckled dismissively. "Stomach ache, huh? That's future Spike's problem."

"Dusk, stop him!"

"Spike, is that really necessary?" he asked reasonably. "You really won't do yourself any favours with that."

"Yeah, like you're gonna stop me."

"Doing nothing until next week applies only to Twilight." His horn glowed and surrounded the tub. "It doesn't apply to me."

"AGH!" He gripped onto it desperately. "Come on, Dusk, be a bro!"

"I am. I'm preventing future discomfort for you."

"Come on, Dusk!" he begged. "I never get to do stuff like this. Just lemme have till next Tuesday!"

Before he could answer to that, a knock at the door announced the arrival of Rainbow Dash. The break in concentration made Dusk drop Spike to the floor.

"Hey, Twilight, another pegasus just got back from Baltimare with an all-clear and-" She laughed when she saw Spike wolfing down the ice cream. "What's going on? Aren't you gonna stop him?"

The dragon wiped his mouth before talking. "She sure isn't! In fact, she's not gonna move 'til next Tuesday! She thinks it's gonna prevent the disaster from happening!"

"Oh yeah?" She laughed again and looked to Dusk. "Aren't you gonna stop him then?"

"Believe me, I'm trying to." He moved forward when he suddenly felt something lock him in place. "What in the…?"

"And now, you can't," teased Rainbow from behind, having locked him in place.

"Rainbow, this isn't funny," he said sternly. "Let me go."

"No way, this is too rich." She affected a dramatic gasp. "Hey Twilight! There's a mouse right behind you!"

Dusk saw her eyes widen and dart to where she pointed, but she didn't move apart from that. He couldn't either and he didn't want to do anything to hurt Rainbow. Likewise though, he wanted to help Twilight.

"Wait, waitwait, let me try!" Spike picked up a quill and started tickling under her chin with it.

"Both of you, that's enough!" he ordered. "Please stop and leave her alone!"

"Not much you can do about it though," chuckled Rainbow. "I mean, what else can you do other than yell?"

"This." He jammed a leg back at her, enough to make her let go and placed a magical aura around Spike.

Unfortunately, he applied too much force in the speed of his actions and flung him off into the wall, making him belch out another fireball. He only had time to shout and watch while the fireball shot towards Twilight and hit her.

The good news was that dragon fire didn't burn with much heat when they were young and her natural magic protected her from the worst of it. The bad news was what the force of the flame had resulted in, which made Dusk's fear settle in. When they showed her reflection, she too became frightened by what she saw.

"Oh no! This is the same mane cut as future Twilight!"

"Y'know... it really doesn't look too bad…" Rainbow said, obviously holding back a snigger.

"I don't care how it looks!" she snapped. "It's just another sign that the future hasn't changed! Not doing anything didn't work either! Oh, I wish there was a way to know what was going to happen so I could stop it!"

"You wanna see the future?" asked Spike. "I might know somepony who can help!"

It turned out that Spike's help was in the form of Pinkie Pie, who had set up her own mystic fortune teller establishment. Dusk was unaware that she had both the ability of foresight and that she even had such an establishment to begin with. He didn't question it either, applying the usual rule with Pinkie: don't ask. She did have Pinkie sense, after all. Who was to say that she couldn't see the future, as unlikely as that sounded?

In the end though, their visit came to nothing, other than knowing that Twilight would get a really cool birthday present next year and another sign that whatever was going to happen was still going to happen. A flowerpot had, somehow, dropped on Twilight's head and the bandage they used looked like the one future Twilight had worn on her head.

"Oh no, what are we going to do?!" distressed Twilight, holding an ice bag on her head. "Trying to see the future hasn't worked either!"

"I'm not sure there's anything we can do," admitted Dusk. "If we don't know what exactly is going to happen, perhaps we should just wait and see what it is, then deal with it?"

"Dusk, are you crazy?!" she snapped. "What if it's something really, really big that we don't have time to prepare for and we wouldn't be able to stop when it did happen? We'd be responsible for some horrible disaster when we could have stopped it and it would be all our fault!"

"Very well, fine," he said quickly, not willing to argue with her. "But, outside of monitoring everything for the possibility of finding the cause of the disaster, I don't think there's a whole lot we can do."

"Hm…" She nodded absently, paused and her head shot up, her eyes widening. "Yes, yes that's it! Why didn't I think of that?"

"Think of what?"

"What you just said. That's exactly what we'll do. If we monitor everything up to the time of the disaster, we might see what causes it and be able to stop it!" She planted a kiss on his forehead and beamed. "Dusk, you're a genius!"

"What?! Twilight, there's no way that we can-"

"Oh come on, have a little faith," she said, with a near insane giggle. "There's some other instruments in the basement. We'll bring them up, get them all going and we can get started, right now. Come on!"

"Twilight, just stop and think… and you're gone," he deadpanned, when she teleported away.

"You know, you should probably stop giving her ideas," remarked Spike, wandering off upstairs with more ice cream to feast on.

"Indeed." Dusk sighed and started to walk down to the basement, continuing to think out loud. "You know, one of these days, I don't know when, I'm going to learn to keep my mouth shut when I need to around her."

After setting up three different high-power telescopes, along with various other observation and measuring instruments, they set about on Twilight's new scheme. Or rather, he and Twilight did, Spike just staying out of the way and eating his way through more tubs of ice cream. He would have stopped him, but considering Twilight didn't seem to care anymore, Dusk decided to let it be on his own head.

Besides, it wasn't like he had time to stop him. Though he was willing to help her, he was starting regret it a little bit from how much she was putting him through. She had him monitoring the variety of different instruments he wasn't even completely sure what they measured, recording data he barely understood, staring for hours on end through telescope lenses and all of this with little rest or sleep. In fact, none at all.

And it wasn't like he didn't try.

"Dusk? Dusk! DUSK!"

He jerked awake again. "Wha… I was just resting my eyes, it's nothing…" Then started to drift off again.

"Dusk, stay awake!" She slapped him across the face. "Come on, I need you with me on this! I need your help!"

"I know, I know… I'm just… tired..." he yawned. "Can't I just…?"

"I'm sorry, no. If we stop observing for even a minute, we might miss something and be unable to prevent the disaster." She stared at him intensly, her eyes wide. "Please, it's just until Tuesday, then we can rest. Okay?"

"Hmmm… okay…"

"Great! Go make yourself some coffee and bring me a cup too, please." She hurried back to another telescope. "Hm, off by point seven…"

"Okay, coffee… I don't even like coffee…" he muttered, heading to the kitchen and managing to catch a few minutes of sleep before Twilight emptied a bucket of cold water on his head.

He knew there wasn't much he could do though. He'd tried to convince Twilight to get some rest, but she was irrefutably adamant about remaining up and observing, as she was with him. Since he was in no mood to argue and because he was worried about the disaster himself, he complied with her wishes, even if that meant taking it turns to stare at the Horsehead Nebula for three hours.

"Three hours? But when did you sleep?" asked Pinkie when she visited the third day of their omniscient monitoring.

"Oh I didn't sleep. I haven't slept since future Twilight was here. There are only three days left until next Tuesday, I can sleep all I want after that!" she replied manically.

"Believe me, it's true…" said Dusk, in answer to Pinkie's questioning look.

"You've been awake too long, Twilight," remarked Spike. "I kinda feel sorry for Dusk too."

"Thanks for the sympathy…"

"Yeah. Tuesday's not three days from now, Tuesday's tomorrow!" informed Pinkie.

With a gasp, she teleported to another telescope. "Pinkie, did you finish recalibrating the apertures on the nine and quarter inch catadioptric telescopes?"

"I have no idea!"

"Twilight, be careful where you point that, you might-"

"Ah! My eye!" she screamed, clutching at it and actually jerking Dusk awake. Even if he did try to tell her.

"Don't worry, Twilight, I have eye patches stashed all over Ponyville, in case of eye patch emergency." Pinkie fished around in the fireplace and pulled one out, placing it on her and wheeling over a mirror. "There! Now you look like a pirate! A sleepy pirate, with a really weird mane cut."

Twilight stared in horror. "The eye patch...! Another sign! Nearly all the signs have come true! I haven't done a thing to prevent the catastrophe! If Tuesday's tomorrow, and the disaster happens by Tuesday morning, then there's only one solution. I'll just have to... stop time."

"Okay, I know I'm just as worried about the disaster, but this has gone too far," Dusk said finally. "Twilight, you're putting too much weight on something that hasn't even happened yet."

"What do you mean? We're trying to prevent some horrible disaster from happening, there's no such thing as too much weight," she argued.

"But we don't even know what it is and how can you suggest that we stop time?" he demanded. "I know I believe in the impossible, but that really is impossible!"

"No, it isn't!" she retorted. "The time spells are in the Canterlot archives, like future Twilight said. If we can get in there, there might be one we can use to stop time."

"'A disaster that might happen', 'if we get in', 'a spell that might be there', there's too many things that aren't definite, Twilight, that aren't even fixed."

"That doesn't mean they can't or won't happen. There's every chance they can and this disaster is coming. You know, you were there."

"I don't even know what I saw anymore." He sighed in defeat. "I'm sorry, Twilight, but I can't go along with this anymore."

"What?!" Now, she looked scared. "You can't give up now! The disaster is tomorrow!"

"And we'll deal with it as we have done, but I can't take any more of this. I've barely had any rest or sleep and neither have you. We can't carry on like this, Twilight."

"And we won't have to after tomorrow!" She placed her hooves on his shoulders. "Come on, Dusk. I need you for this, I can't do this without you, not if we need to get into the Star Swirl the Bearded wing."

"Why is that?"

"Luna's been teaching you shadow magic. We can use that to get inside and get what we need. It might be our only chance."

"Twi… I…"

"Please, just one more try. Just this and then we can rest. Please, for me?"

He wanted to hold his ground, wanted to say no and back out of this. But he'd helped her this far and it was only for one more day, even if this plan was essentially complete madness. Plus, he couldn't say no to those eyes, despite one of them being covered.

He nodded silently and she beamed, kissing his cheek. "Thank you, you're doing the right thing. I know it's hard, but you can do this. We can do this."

"Great! You need help from me?" asked Pinkie brightly.

"Thanks Pinkie, but this is something that me, Dusk and Spike can handle by ourselves," she said. "Now, I need to go and get us some appropriate attire for sneaking in to Canterlot."

When she was gone, Dusk was approached by Spike.

"So, you know when you were watching across the library back in Canterlot, wishing for the day you'd be Twilight's friend?"

"Yes?" he responded in a drowsy tone.

"Well, considering all the stuff that's been going on, both today and before all this, I just thought of something."

"Please, enlighten me."

"If you knew what was going to happen as a result of that, would you still do it?"

Dusk sighed and started off home. "I think I'll let future Dusk answer that question, when present Dusk's headache goes away."

* * *

They waited until they had the cover of darkness before getting a late train to Canterlot from Ponyville, all dressed in their tight-fitting black spandex. All except for Dusk, who was sitting as he normally was with a bag under his leg, having said that he already had appropriate attire for stealth and would change in the bathroom before they left.

While he sat in silence, catching up on a bit of sleep, Twilight started to feel some guilt in the wake of his objection to her idea. She really had been putting him through his paces with this whole disaster prevention business and he'd been doing his best to keep up with her. Even though he was still opposed to the idea, he was willing to go along with it regardless. She'd have to find a way to make it up to him somehow.

Just until tomorrow morning, she told herself. Then, the disaster will either be prevented or they would succumb to it. He understood that and she was grateful for his help. Even if this whole thing was really getting to her as well and not just because Spike wouldn't stop stuffing his face with ice cream.

She went over a quick plan in her mind. Because of time constraint, they didn't really have the time to come up with a fully detailed one. Both she and Dusk had been to the archives before and the latter had been by the Star Swirl section. They were mainly relying on that and a little bit of luck to see them through this.

She woke him up gently when they were a few minutes from Canterlot, but he hadn't emerged from the bathroom by the time the train pulled into the station. It was only just as the train was pulling away that he made himself known.

"Where's Dusk?" Spike asked, licking at his treat. "Why's he taking this long to change?"

"Sorry about the delay, I hope I didn't keep you both waiting long." She jumped at the well-spoken voice and turned to see a stallion dressed in black, wearing a trench coat and fedora.

"What the… isn't that the Shadow Spectre?" Spike stared in amazement. "What's he doing here?"

Twilight only responded with a smile. "Nice to see you back in action, Dusk."

"I thought so too, my dear." He looked himself over. "Thankfully, the suit's energy feeding enchantment has made me feel much more invigorated that previously."

"Wait, you're the Shadow Spectre?" Spike beamed and gave a thumbs-up. "Cool!"

"Thank you, though perhaps you could be a little more discreet about it," he asked politely. "That is the point if the mask, after all."

"Oh yeah, right. Sorry," he whispered.

"Right, the archives are right over there." She looked to Dusk. "You sure that suit will do the trick?"

"With this and my powers, I shall become like the shadows I'm named for. I shall be fine." He cocked his head to one side. "If I may say, Twilight, you cut quite a fine figure in that suit."

"Oh um… thank you." She blushed from the unexpected compliment. "You're not so bad yourself."

"My dear, if only you knew how much I was blushing under this mask. Then again, perhaps you would," he returned.

"Hm, you're certainly a lot more charismatic when you don the Spectre's mask," she noted, in an alluring voice.

"I honestly hadn't noticed. Do you find that appealing?"

"Oh yes, very much so."

"Perhaps I should wear it more often then."

"I think you might be doing us both a few favours there."

"When you two are done ogling each other, don't we still have something important to do?"

"Yes, yes, of course!" She'd been willing to allow Dusk a bit of fun after all the greif she'd given him, but she'd gotten a bit lost in it. She liked flirting with him. "Come on, the archives are this way. Let's move out!"

She moved quickly and lightly on her hooves, staying low in the undergrowth and avoiding the streets as much as possible. They had to move in quickly and quietly. They didn't have time to tell the princesses what was happening and she wasn't sure if either of them would have access to this place. So, they had to resort to sneaking in.

Every now and again, she'd see Dusk as the Spectre with Spike tailing behind dive out of a shadow before vanishing into the next. It was a little eerie how he could just disappear like that, but it only made her more thankful that he'd come along to this. They were almost spotted once, but Dusk pulled both her and Spike into a patch of darkness until he passed. She smiled her thanks and carried on, ignoring the fact the twigs were ripping her suit.

They stayed hidden when they reached their destination, with Dusk telling her the structure of the place. The windows were too high to climb through and locked down. Every entrance in was also locked and watched by two guards, an example being the main entrance they were looking at.

"So, how do we get in past those two?" she whispered.

"Ah, where you see obstacles, I see opportunities. Observe." He created a colour puppet of a random pony and whispered something to it.

After this, he sent it out, picked up a nearby rock and threw it at one of the guards. He reacted with a yell, just as the puppet ran out from their spot, taunting him in a recorded voice. Glaring, the guard gave chase, leaving the other watching the gate.

"Perhaps I should have a look inside," whispered Dusk into another wisp of colour and sent it towards the guard.

He blinked when it hit him, muttered something and turned around to open the gate. In the same instant he was about to turn around, Dusk hurried up, pressed his horn against his head and the guard fell over onto the floor.

"What did you do?" Spike asked, hurrying over with Twilight.

"I suggested that he go to sleep and he did. He will awaken with a small gap in his memory and his compatriot chastising him for sleeping on the job, but be none the wiser to our break-in," he explained simply.

"Dusk, that was brilliant!" She beamed at him and hurried inside, shutting the door so they wouldn't get suspicious. "Come on, let's find the wing."

There were guards here too, but plenty more places for them to hide than there were outside and shadows to conceal themselves in. Dusk also used his colour puppets and mind tricks to divert guards away from their path, allowing them to avoid detection.

There were only some very small slip-ups, such as almost being caught in a guard's search beam or almost falling out of a hiding place. One time, Spike was glimpsed and a guard came to investigate. Just in time though, Spike jumped into a cardboard box that was stacked nearby and hid in it until he had passed on.

When they reached the place, Twilight couldn't help but stop and stare at all of the priceless scrolls and books that were kept securely behind a locked gate. There were more than she'd ever imagined. If they weren't in such a hurry, she'd want to dedicate a whole day to reading every single one.

"Now, how do we get in here?" she pondered. "These gates can only be opened by specific magic from the guards. We can't just barge in there."

"Speak of the devil." Dusk pointed to where a shadow of a guard was coming round the corridor. "Wait a moment, will you."

She nodded when she knew what he was getting at and concealed herself and Spike. Dusk slid into a patch of shadow, remaining there until the guard reached the door and slipping out once he resumed his post.

But the guard turned his head, just as he approached. His expression became alert and, curiously, a red exclamation mark popped out of his horn and a high pitched tone sounded with its accompaniment. Before he could yell, Dusk reached him, put him to sleep and pulled him into the shadows.

"What the heck was that noise?" whispered Spike.

"I don't know, some kind of warning system? Dusk, there's another one!" she hissed from her hiding place.

"Hey, what's going on down there?" demanded the guard, approaching the door.

Before Twilight could think of another plan of action, the guard emerged from the shadows. Only she could tell from the slight twinkle that it was a very detailed colour puppet made by Dusk, hopefully just enough to fool the guard.

"I think I saw somepony in the Star Swirl the Bearded section," answered the puppet, in a deeper version of Dusk's voice. "Help me get this open, will you?"

The other frowned, but nodded, using his magic to open the door and peering inside. "Wait a minute, there's nopony in here. Help me look for him."

"Right behind you." Dusk sprang out of the puppet and put him to sleep too, stashing him away with his fellow. He stood by the door, swept off his hat and bowed her inside.

She couldn't keep the smile off her face at his quick thinking, but it was wiped off when she glimpsed her reflection in a mirror and terror set in.

"Look! I look just like future Twilight... the last sign has come true!"

"By Luna," gasped Dusk, taking off his mask.

"Come on! It's almost Tuesday morning! The disaster could happen at any moment!" she yelled urgently.

"But how do we find the time-stopping spell? There must be a million scrolls here!" wailed Spike.

"I. Don't. Know!"

They quickly set to work, desperately scanning as many scrolls and books as quickly as they could. There were a lot of spells in here, all of them to do with some aspect of time, but none of them giving any detail how to stop it. Even with all three of them working together, there were just too many scrolls to sort through.

While she frantically tossed aside scrolls, Twilight could hear the birds start to sing outside and the sun creeping in through the window, signalling their impending doom at any second. There wasn't enough time, they had to find it!

Then Spike's words sealed their fate. "Twilight, it's over! It's officially Tuesday morning."

"Tuesday morning, the disaster! Incoming!" She ducked down, pulling Dusk and Spike by her side, wanting to spend their last moments together before the end.

But nothing happened. No explosions, no magic, no monsters. Nothing.

"I dunno, Twilight." Spike stood up and pulled his hood down. "I don't see any disasters. Looks like a pretty nice day."

"Good morning, Twilight," greeted Celestia as she walked by, "love the new hairstyle. You too Spike, Dusk. Well, happy Tuesday!"

Why wasn't she surprised to see me sneaking around in here?!

"Is it possible there never was a disaster? That I've just been making myself frantic over nothing?!" she wondered out loud.

"I don't get it," shrugged Spike. "If future Twilight wasn't warning you about a disaster, then what was she trying to tell you?"

Now the panic had gone, Twilight could feel a laugh rising in her chest when she looked at herself. "I don't know. But I do know one thing. I look ridiculous."

They all laughed at the state of her, even Dusk a little bit, but he still kept it polite and reserved.

"And it's all because I couldn't stop worrying and let the future handle itself! Well, not anymore. From now on, I'm gonna solve problems as they come, and stop worrying about every little thing!" she vowed.

"That's great! Does that mean there won't be any more late night pacing?" asked Spike hopefully.

"No more late night pacing," she affirmed, turning to her coltfriend. "I'm sorry for putting you through all of this too, Dusk. All of this worrying affected us too and not in any good way."

"Apology accepted. What's past is past, let's just try to make sure it doesn't happen again." He cupped her cheek with his hoof. "I hate seeing you get worried."

She placed her hoof on his. "With or without that mask, you're still the sweetest pony I know." She nuzzled his cheek and sighed. "If only I had learned this lesson a week ago, we wouldn't have had to go through all this."

"Actually, now you mention it." He went down an asile and returned with another scroll. "I did find this. A spell that'll let you go back in time for a few seconds that can only be used once."

"Dusk, that's perfect!" She read it quickly and beamed. "Now I can go back and tell past Twilight that she doesn't need to go berserk with worry about a disaster that's never gonna come!"

She gathered up the energy needed to perform the spell, a lot of it and she knew she'd be a little weak afterwards. She thought she heard Dusk's voice over the din of the spell, but she didn't have the time to listen before she was zapped back into the past.

As soon as she recovered, she hurried straight over to tell her past self, but she was so inquisitive and had so many questions that she couldn't get the words out. Even when past Dusk silenced her for her, she could feel time starting to correct itself, pulling her back into her own place in time and space so that she only finished the warning when she got back.

Just like last time…

She groaned when she realised what that meant. "I can't believe I just did that."

"You realised it too? I tried to say before you could complete the spell." So, that was Dusk trying to talk over it. "By going into the past, you created the cycle of events that would bring us here and start it all over again. An endless cycle, with no beginning and no end."

"Now I'm gonna spend the next week freaking out about a disaster that doesn't even exist!" she finished.

"I wouldn't worry too much about it," said Dusk comfortingly. "It's past Twilight's problem now."

Grateful for his ability to make her feel better, they shared a laugh and a brief kiss, helped Spike along when he started to suffer from stomach ache due to too much ice cream and started to make tracks for home, glad this whole thing was in the past. Or rather the future for her other self.

Time travel was really confusing. Hopefully, they'd never have to deal with anything like it again.

"Dusk, I thought I sensed your presence here!" They turned to see Luna approach them, her expression becoming quizzical. "Why are you all here? What are you dressed like this for?"

They glanced at each other and Dusk answered for them. "You wouldn't believe us if we told you, Luna."

She considered this, shrugged and continued. "I had meant to find you, but it seems that now you're here, we can get started even sooner."

"Started with what?"

"With what I promised you." Her face darkened a little. "Let's get going, if you wish to witness the arrest of Hard Edge."

* * *

At last! The culprit has been found and justice will be served! Right…?


	36. Investigative Affairs

**Investigative Affairs**

Dusk gazed out of the balcony of Princess Luna's private chambers, looking down at the bustling streets below and the ponies of Canterlot going about their normal business. It was remarkably easy to forget that no matter how large or significant an event seemed to oneself, in the workings of everything else it was just another event. Even if that event did seem important, didn't they all seem like that?

These thoughts were accompanied by a certain amount of frustration and with good reason. Even though she'd bought along a good compliment of her own guards, Hard Edge had managed to escape them when they arrived at his home. He'd thrown something at them that had produced a large flash and had fled in the confusion that followed. By the time they had recovered, he'd already made his escape.

Dusk hadn't been all that surprised when it was discovered to be him. Luna hadn't had the chance to explain how, but considering he was the only one around with a grudge against him, it did seem rather obvious in hindsight. He'd wanted payback against Dusk for apparently taking his glory from him and making him look weak and he'd got it. That didn't mean, however, he was willing to pay for his crime.

Never had Dusk felt such anger towards one individual. He had only done what he needed to against Edge, yet his bitterness and anger about it pushed him to blame everything that had bad that had happened on him. The unfairness and narrow-mindedness of it all made him wish even more that he was locked away. Or that he was here right now, so he could tell him exactly what he thought…

Despite that however, Dusk couldn't help think that something felt… off about this whole thing. When he'd confronted him and demanded an explanation, it was almost a repeat of last time: that he was finished with the city and princesses that didn't give him proper credit and protecting 'ponies like him'. He'd remembered that from last time and it seemed to fit the way he'd acted.

But that was just it. The way he said it and played it out was like he was acting. Rehearsed, in a way. The more he thought about it, the more other questions arose that made him ponder about what had happened.

"That coward." He raised his head to see that Luna had joined him. "After everything he did, he is still willing to flee. Fear not, Dusk, we'll track him down soon enough."

"I have no doubts regarding that," he murmured. "I know it is rather obvious he was behind it, but how did you track him down?"

"Quite simple, really." She led him back inside. "As you know, we tracked down the Flim Flam brothers not too long ago. It didn't take long for them to tell us that they had received the plans to make their cider machine from a grey-furred Pegasus that answered Edge's descrption."

"I'd imagine that didn't take long at all." That was something good that had come out of all of this.

The twins were apparently only tools in this and had been ignorant to Edge's darker intentions. No doubt they would have been terrified enough to tell all when Luna unleashed her rage on them.

Luna smirked a little too at the memory. "It was revealed that he also gave them this, to give to you specifically, told that it was some new special ingredient for testing in cider. After it didn't work to enhance the flavour, they never used it again."

Dusk examined the phial she showed him. Contained within it was a strange liquid, with colours shifting from red and gold, but it was primarily black. The way it stirred in its glass container almost made it like it was alive. He could swear he even heard tiny little screeches from it.

"Corruption Entity, in a liquid form," she explained. "Another piece of Discord's devilry, used to infect me before he was imprisoned so I became Nightmare Moon and used against you so you reverted to your darker side when you drank it with the cider. It fuels negative emotions and gains power from that, hence why I couldn't enter your dreams, though I knew I had felt it somewhere before."

"Good thing they didn't use it for anypony else," remarked Dusk. "So, all of this pointed to Edge being the culprit?"

"Of course. He had the motive against you, the resources necessary, and witnesses to confirm and he confessed to it proudly, as you no doubt remember." Her bitter tone lifted a little when she added, "Yet I get the feeling that something still troubles you."

Dusk blinked in surprise but smiled. "You know me well, my teacher."

"I've had plenty of time to learn," she returned. "What is it that weighs on your mind? Do you doubt that we will catch him or that he'll be sufficiently punished?"

"No, I'm sure you will catch him," replied Dusk, not really thinking too much about the second question. "It's just that… isn't this a little bit too convenient?"

"In what way?"

"Well, take the involvement of the twins, for example," he started. "If I were used in some kind of incriminating incident unknowingly, I'd divert blame to the real culprit as quickly as I could. Anypony would. Surely Edge must have realised that when he got the brothers involved, they'd do exactly that."

"Perhaps he hoped they would stay quiet being in good favour with them." Even though she said that, Dusk could hear the doubt in her voice.

"Somepony like Edge rely on good faith? I don't think that's likely." Now, the questions were streaming into his mind. "I also don't think it's likely that he would have the technological know-how to even conceive a machine like the SCSS 6000, let alone provide plans for how to build it."

"Yes, I see what you mean." Luna's expression became thoughtful. "Now that you mention that, I would question as to how exactly he knew about the Entity and its properties, as well as how he came by it. If he fought Discord's minions as he said, then why would he give it to him?"

"He must have known that you would be able to track him down from all of that too, why stay in Canterlot?" added Dusk. "All of this means he was either very lucky when it came to exacting his vendetta against me or…"

"Somepony else is orchestrating this," finished Luna. "They would merely be using Edge as a kind of proxy, distracting us from whatever it is they've done so they can escape punishment."

That was the conclusion Dusk had come to. "But who would do that? Or else would want Doom released in an attempt to hurt me?"

"I cannot say." She looked as troubled as he felt. "This mystery is deeper than we first thought. An unseen adversary is the worst kind."

"Then we'll just have to make sure we find them," he replied confidently. "Even if he is using Edge to cover his tracks, there'll still be some signs, we just need to find them."

"Indeed." Her eyes moved over him and she stood a little straighter. "Very well, Dusk. As of now, I shall grant you full royal power in order for you to carry out your own investigation into this affair."

Dusk couldn't help but stare. "I beg your pardon? You… you want me to investigate this?"

"Yes, I do," she answered. "If there is another party involved in this, they are counting on Hard Edge as a distraction. If were to divert efforts to tracking them down, then they might take more drastic measures. If you conduct your own covert investigation, you shouldn't arouse suspicion."

Dusk considered her words. It did make sense and he did want to discover who was behind all that had happened. What better way than to do it himself?

"You really think I can do it?" he asked doubtfully.

"Of course. I have faith in you, my student," she replied without hesitation.

"In that case then… I'll do it," he agreed. "I won't let you down and I'm sure the others would be willing to help me too."

"I wouldn't advise that," she said quickly. "If this other party is targeting you, then they know about your connection to the Elements. Incorporating them would perhaps attract attention and promote the same effect if I were to do the same. If you do wish to enlist the help of others, I would suggest a different group of ponies."

"I don't know… the few other ponies I do know might not be able to." A thought occurred to him. "What about Ray? Can he be involved?"

"Since he's relatively new, you may involve him if you wish, but as for the others, it would be advisable if you were to carry this out without them," she repeated.

"If you think that's best." He stood in silence for a moment. "So, where should I start?"

"This is your case now, Detective Dusk. I'll leave that to you." Luna made moves to leave. "Now, I had best go and keep up the charade this unseen villain is intent on fulfilling. Good luck to you, my student."

Dusk had the last few minutes of this conversation playing on repeat in his mind on the train back home and he couldn't help but doubt if Luna's confidence in him wasn't misplaced. He'd never done any kind of detective work before, he didn't even really know if there actually was a some other force at work behind Edge's actions. Maybe he did do all of this alone and he was misjudging him. This might be a waste of time.

But that was less convincing to him that Edge's actions before. No, something in his mind still told him that Edge wasn't alone in what he had done. He must have gotten some kind of help or maybe he was working for somepony acting towards a darker purpose. If Luna had made it his task to discover them, then he wasn't going to let her down. He had a score to settle with them for what they had done and he was going to see it done.

With this in mind, he began to consider other events that had happened to put him, his friends or the town in danger. Not just Doom, but also the gremlin attack, the collapse in Ghastly Gorge and most recently Cerberus escaping. Perhaps it was too early to say that these events were connected in some way and there might be none at all, but he remembered hearing something about this kind of work.

Detectives weren't allowed to believe in coincidences. It wouldn't be good to dismiss these events, not completely.

Putting that aside for now, he pulled out something he'd managed to recover from Hard Edge's home in the wake of his escape. It was a small metal hemisphere, about the size of a bit. The only thing that was left from the device he'd used to escape and so far his only clue. He could still feel a small amount of heat from the bright explosion it had caused on the bottom. He felt it might be important to keep it, so he had done.

So, a series of seemingly related events and one small piece of metal. Not exactly much of a starting point, but it was all he had.

Just as the train arrived back in Ponyville, he began to consider the possibility of additional aid, feeling some regret that he couldn't involve the girls in this. He could have at least used Twilight's intellect to aid him in this. But if this was for their safety, he knew he had to pay mind to Luna's advice and keep them out of this. Like she'd said, if he needed help, he'd have to get it from other sources.

But from where? Who of the other ponies he knew would be willing to help? He didn't think Mirror, Prim, Jock and Muscles would be suited for this, especially since he'd just left Canterlot and he couldn't get them from there. Shining was ruled out, for having the Captain of the Guard assist with this would undoubtedly draw attention. The Cutie Mark Crusaders were ruled out, due to their age and closeness to the girls.

He needed ponies that he knew, but the girls necessarily didn't. Ponies who had helped him in the past and might be willing to help him again… ponies like…

"Hey, there you are!" He was brought out of his thoughts by Ray, grinning as he walked up. "You know how long I've been waiting here? I thought you'd never get back from Canterlot from how long you were taking, you know?"

"Nice to see you too," Dusk returned. "What are you doing here waiting for me then?"

"Well, apart from that you're my best friend, I also heard that _somepony_ was part of a break-in in Canterlot and they didn't invite me along to help." He glared jokingly at him. "Excuse?"

"It had nothing to do with you at all," said Dusk easily.

"Okay, fair enough," he shrugged. "So, I also heard that Luna tracked down the guy behind what happened with Doom. Did they catch him?"

"No, he got away," he reported bitterly. "Although, on the subject of that, I wonder if you wouldn't mind doing something for me."

The stallion shrugged. "Depends. What's in it for me?"

"What do you mean?"

"You want me to do something for you, I expect that means you'll do something for me." He raised an eyebrow. "What do I get?"

"Um… my undying gratitude?"

"Sorry, I take my rewards in material goods."

Knowing that Ray was probably just joking, Dusk knew exactly how to get him. "Fine. I'll see if Fluttershy is willing to give you a kiss in exchange for your services."

"What?!" He instantly lost his confident demeanour and started blushing furiously. "I… I didn't mention Fluttershy or… or anything to do with her. Not even part of this, you know? Why would you even imply that I… not to say that I don't… I mean, I do, don't! I said I don't do don't… you…"

Dusk chuckled and patted his shoulder. "How about you just do this one for free?"

"Sounds good," he muttered, quickly recovering himself not long after. "So, what do you need, buddy?"

"I need you to have a quick look around town for these ponies," he said, pulling out a piece of parchment and a quill. "When you find them, can you tell them to come to my house to meet me there. Then, you come along too."

"Hm, sounds mysterious… well, I'm game," he agreed, looking over the list Dusk had detailed with their names and locations. "So, what is this for then?"

"I'll tell you when you bring them along," replied Dusk. "See you later then."

* * *

Even though this was more than just inviting some friends around, Dusk had still made the effort to be the proper host for his guests, setting out some tea on the table in the living room with the appropriate number of places and waiting patiently. He didn't know if they'd actually show, but they were at his birthday party, so it stood to reason.

But then of course, that hadn't exactly ended very well. Guilt rising again in the pit of his stomach, he hoped none of them would hold that against him and made it the first thing he would mention if they did show up. The last thing he wanted was bitter feelings directed at him from that, especially when he needed their help.

Ray, of course, was the first to arrive, with the assurance that while they had been surprised at his sudden appearance, he'd found all of the ponies Dusk had detailed and said they were all willing to see what he had to say. While he was grateful for his effort, Dusk remained silent from Ray's incessant asking as to what exactly was going on. He would just have to wait.

Not long after, to his immediate relief, they started to arrive. He offered them all refreshment and before long, he had assembled his small team. Gentle Dream, the artist mare, who was looking around his home with her creative eye. Nightfall, the astronomer, who sat quietly stirring his tea with a pensive look. Last, but by no means least, was the musician Frequency Stream, waiting in a patient and dignified way, humming a small tune to himself.

"Right then," said Dusk standing before the fireplace, "first, I'd like to thank you all for coming here on such short notice, especially considering what happened the last time you were all here."

"Yes, I was wondering if you remembered that," remarked Frequency. "Just so you know, while Octavia was offended and Vinyl thought you had too much cider, neither of them hold anything against you for what happened."

"Neither do we, for that matter." Gentle looked around the room. "Well, I don't at least."

"You don't?" This surprised Dusk more than anything. "I'm not trying to make any excuses here, but I'm genuinely sorry for what happened that night. You're invited to my home and I throw you all out. Hardly a befitting host…"

"We know," said Nightfall quietly. "I was offended by how you treated Shimmer, but she urged me not to blame you. She was sure you just had a bad day and wasn't going to hold that against you. So, neither do I."

"Plus, in the wake of an evil demon pony attacking everypony, it didn't really matter all that much in the grand scheme of things," said Gentle brightly.

"Yeah, just so long as you don't do it again, right?" added Ray. "I mean, if you just called these guys over to throw them out again, you probably shouldn't have bothered."

Dusk chuckled a little, grateful for being able to laugh. "I'm relieved to hear that, thank you. However, on the subject of Doom, that was why I asked you all here. I need your help."

Frequency looked intrigued, along with the others. "Kindly elaborate."

He explained as simply as he could the situation, what he had been entrusted with and why he had seen fit to ask them above all others.

"At some point, you've helped me with a particular problem I was having," he went on. "I don't know if you all feel the same, considering I don't see very much of you, but I consider you all to be my friends in that respect. I trust you, I know you're good ponies willing to help others if you can. I'm asking once more for that help. Don't feel you have to, but I would very much appreciate it."

"Well, you don't even have to ask me, bud," Ray said immediately. "If I can help track down the guy who did this, you can count me in."

"Me too," added Gentle. "I've never been a detective before, or at least tried to solve some kind of mystery. It might be fun."

Nightfall considered a moment. "I don't see how I could help, but if I can, I'll go with it."

"I too will endeavour to assist in any way that I can," promised Frequency. "Though I think you'll find it hard to maintain inconspicuousness with a musician of my standing."

"We'll find some way to work with that," assured Dusk. "Thank again to you all. You didn't have to do this, but I'm glad you did."

"No problem." Gentle leaned forward eagerly. "So, where do we start, detective?"

Dusk smiled from the use of the title. Now, it was time to see if he could earn it.

"We start with some incidents I believe warrant further investigation. At two different times, but both rather close to each other, two events occurred that endangered first myself and my friends and later the town. Nightfall, Gentle, Ray, will investigate the former at Ghastly Gorge."

"Isn't that place dangerous?" asked Nightfall.

"That's why Ray is going along with you, he can handle himself in a fight." He turned to the stallion in question. "There are rocks from a collapse near the end of the gorge. Search the area around there for any clues, anything that looks out of place, but don't go beyond it."

"You got it, boss," saluted Ray.

"Good." He looked to the musician. "Frequency, you and I will go to the library. There's something I left with Twilight that I've been meaning to follow up."

He nodded after a moment. "Very well."

"We'll meet back here in an hour and report our findings. Good luck to you all and… well, I'll see you later," he added unsurely.

If they noticed this, they didn't comment on it and they separated when they reached the centre of Ponyville, off on their separate tasks. Whether or not they'd yield any results was yet to be seen.

"So, an Element of Harmony, also the student of Luna, a wanderer, an artist, an astronomer and a musician." Frequency smiled in some amusement. "Quite a bunch you've chose to assemble."

"Indeed. All we need now is some smart-mouthed talking dog or something," remarked Dusk. "Like I said, it's a question of trust that I chose you all. I feel that you all have what it takes to do the right thing."

"Your vote of confidence is appreciated." He smile turned sympathetic. "It can't be easy for you though, leaving out your friends like this."

"It isn't really," admitted Dusk. "But it's for their own safety and for the circumstances of the case, so it's necessary."

"Of course," he said. "By the way, did you happen to find a gift for Twilight Sparkle's birthday?"

"You remembered?"

"When you're in my line of work, Dusk, a good memory is essential. So, did you?" he repeated.

He held up his half of the necklace. "You're looking at it. She has one half and I have the other."

"That is quite a gift," he commented. "You two must be very close, to share something like that."

"Yes, we are," murmured Dusk. "What about you? How are things going with Vinyl?"

"Oh, I think we're getting there," he replied confidently, with a slight blush. "I think she knows that my interest in her extends beyond friendship, but I still need to wait a little longer before acting."

"Why? You seem fairly secure in the knowledge."

"Because even after the length of time I've known her, Vinyl Scratch is one of the most unpredictable ponies you'll ever meet," he said simply. "You can learn everything about her and even after years of friendship, she can still surprise you."

"Sounds like she'd get along fine with Pinkie Pie," remarked Dusk. "This must be strange for you, acting as an investigator like this."

"Not really, no." He answered Dusk's confused look with, "I've been working in music for quite a long time. I've learned to identify every note of every chord of every instrument in a musical piece within the space of thirty seconds. The way I see it, helping you to discover the culprit here won't be much different."

Dusk had to admire him for that perspective. "I suppose it's a good thing I asked you along then."

"I'd imagine so, but thank you anyway," he said. "Besides, I find it rather refreshing, but I shall be glad to get back to composing music when this is finished."

"You're not the only one," muttered Dusk, when they reached their destination. "Hello? Twilight? Spike?"

There was no reply. As quiet as a library should be. Looking around, he found a note left on the desk.

_Dusk_

_Gone to see doctor about Spike's stomach. Because I kept you up over the past few days, feel free to go home and have a rest. You've earned it._

_Love, Twilight Sparkle._

"So, it seems she won't be aiding us currently," remarked Frequency. "What do you suggest we do?"

"I know what it is we've come for, so we just need to find that." He led the way to the stairs up to her room. "It should be up here somewhere and knowing Twilight, it won't be difficult to find."

"If you say so."

All things considered, it was something of a good thing that she wasn't here. That meant he didn't have to worry about lying to her about this investigation to her and keep her from finding out about it. With Twilight, if she wanted to know something, she wouldn't stop until she learned all she could about it.

While Frequency stood waiting, Dusk went over to Twilight's work desk. Above it was a shelf dedicated entirely to her personal projects. Most of them were books she meant to read or had particular interest in, but there were some other things like chunks of stone and plant life. No doubt she intended to look these up for reference to sate her curiosity about them.

He soon found a small wooden box marked SS. Smirking from the knowledge of what that stood for, he pulled it down and opened the lid. Inside were the familiar parts of the collar, only now they had been taken apart, separated from each other with a note underneath each one and fixed to the bottom.

She'd pulled him aside at one point, discreetly telling him that she hadn't been able to identify the purpose of the collar. From the looks of things, she'd attempted to disassemble what was here and figure it out, but from what her notes read, she hadn't been able to and had just left it here, just in case.

"This is it," Dusk said, showing it to Frequency. "She couldn't make anything of it and neither can I. Then again, I'm less knowledgeable in that area."

"How unfortunate." He gazed over them carefully. "No, I can't seem to find… hello, what do we have here?"

His hoof pointed to some kind of glass capsule, broken with only some of it left and held between two pieces of metal. Tiny broken wires hung loosely from it, with the note underneath, 'appears familiar, can't find specific reference.'

"What about it?"

"I know what this is." He examined the component closely. "It's a special kind of recording device. You see here, the glass chamber? It's used to hold a small magic spell for the purposes of recording. They can be used for almost anything, but I sometimes use them to record important musical pieces. They can be quite expensive though, so I use them sparingly."

Dusk nodded approvingly. It was a good thing he'd bought Frequency along then.

"Well, it looks like we have something from this then, even if it isn't much." He looked over the rest of it. "Every other piece is either chassis or bits of wire. I don't think we'd be able to get much out of this."

"Perhaps, but maybe it wouldn't hurt to bring this along," he suggested. "You never know, there might be something else we can get from this."

"I don't know, if Twilight discovers it's missing, she might-"

"Dusk?" He froze and whipped around at the sound of her voice, where she stood gazing at him curiously. "What are you doing in my room?"

"Twilight!" he greeted, a little louder than he'd intended and in a higher pitch of voice. "Um, er… when did you get back?" He hid the box behind his back.

"Just now. I thought I heard voices up here." She looked from Frequency to Dusk, frowning. "What are you doing up here though? Who's this?"

"I just uh… popped in for a bit to um… check on Spike!" he said quickly, ignoring her second question. "How um… how is he?"

"He'll be fine, the doctor just said he needed some bed rest." Her frown deepened. "Is something wrong, Dusk?"

"Wrong? No, not at all um… why would you think something's wrong?" he stammered.

"Because you're acting rather jittery, that usually means something's wrong." She took a few steps forward. "Are you hiding something?"

"No, no, not at all," he repeated.

"Then why are you acting so nervous?"

"Um… I… uh…" His brain froze, he couldn't think of anything. Fortunately, he didn't have to.

"My apologies, Twilight Sparkle," said Frequency easily, stepping forward. "I was a little curious about what was up here, so I urged Dusk to show me. I didn't realise this was where you slept."

"No trouble at all," she replied unsurely. "Do I know you? I feel like I've seen you somewhere before."

"I hear that a lot. My name is Frequency Stream." He smirked when her suspicion lifted. "I take it you've heard of me?"

"Oh, of course I have," she said. "I've heard a lot of your music back when I lived in Canterlot, you're very talented and… weren't you at Dusk's party?" She looked to Dusk. "You know him?"

Once again, Frequency answered without hesitation. "We met in Canterlot on the day before your birthday. I started Dusk on the idea of getting you that beautiful necklace you're wearing and both halves suit you both very well, if I may say so."

"You did? Thank you, that was kind of you," she said, with a blush. "So, are you visiting Dusk?"

"I thought I'd drop by yes and it was his suggestion to bring me here to meet you," he added. "Again, my curiosity got the better of me. I'm sure you'll understand."

"Of course, of course," she said quickly, laughing nervously. "I can get a little curious myself, you know? Just be a little more careful next time, right?"

"But of course." He started to lead Dusk out. "Well, it was a pleasure meeting you, but I'm afraid we must be going. Have a pleasant day."

"You too, nice meeting you too!" she called after them.

They waited until they were outside the library before Dusk spoke.

"Well… you handled that well," he noted. "I'm not the best when it comes to lying."

"Again, something you have to have mastered in my line of work," he said lightly. "Now, let's get back and wait for the others. Perhaps they've uncovered something too."

It turned out that among all the rubble and stone, Gentle had managed to pick something out-of-place with her artistic eye for detail. It was another metal hemisphere, exactly like the one he had found in Edge's home, only slightly larger and shown to the group after Dusk and Frequency explained their findings.

Everypony else went along with what he said, for none of them could identify the other pieces. Nightfall confirmed it, saying he'd used the same recording device to chronicle some meteorological readings. Whatever that meant.

"We looked around, but we couldn't find much else," she reported. "I thought this might be important, so we decided to bring it back."

"Good thing you did." Dusk took out the other and compared them. "If these are both part of the same thing, some form of explosive, then the collapse at the Gorge was caused by that."

"What makes you say that?" asked Ray.

Dusk created a colour shape underneath them, so it was a complete sphere, thinking for a few minutes before answering. "I'm just guessing here, but perhaps the bottom part was made of a material that would break and dissolve to create the reaction, while the top was some kind of lid to keep the necessary chemicals required."

Ray nodded. "That makes sense, I guess."

"Whoever used them must have made it themselves, somepony with a knowledge about those chemicals then," realised Nightfall. He held up the box with the collar components. "What about this then?"

Gentle spoke up. "You said these things can record almost anything, right? What if it recorded something unique to gremlins, something from them that you could only get from them?"

"Creatures of mischief and chaos, along with a Gorge collapse caused for the same purpose and of course Doom's return, if we can assume," noted Dusk. "They may have also intended the same by somehow releasing Cerberus. But how would anypony benefit from that? What would they hope to gain?"

"Maybe they just wanted to cause some chaos?" suggested Frequency.

"No, they went to too much trouble just to cause general mayhem," dismissed Dusk. "They must be working to a bigger purpose."

"But what purpose?" asked Gentle. "Why would anypony want to do all of that? It's horrible…"

"It might serve us better if we knew who exactly had done it." Nightfall turned his eyes to Dusk. "Can you remember if you saw anything prior to them, anypony acting oddly?"

"I'm not sure… give me a moment…" He turned away and pressed a hoof to his chin.

He thought for a long while, recalling the memories of those events. It had been a long time since they'd happened, with more horrific things that only served to take up more space in his head, but other events had also happened that remained more significantly in his mind. Remembering those and putting them together helped him to piece together anything that happened in-between that he might have forgotten about.

On the day of the collapse, they had all gathered to watch Rainbow's pet candidate's race, back when Rainbow was still infatuated with him. Not exactly comfortable memories, but he had to try and remember. Twilight had used her teleporting magic to get them ahead of the pack, so they could watch through their binoculars. Then, at the final leg, he had glimpsed something at the top of the cliff… a red speck, that looked like a pony…

Dusk remembered feeling some unease at the sight of him, that told him that something was wrong. He cast his mind back further, trying to recall what had generated that unease to begin with. It was back when Luna had been really pushing him in those lessons and he'd started getting headaches. He'd gone to Zecora's for a remedy and come back to the library, but there was something else… something before he went back…

"I remember…" He took a moment to consider his next words. "There was a pony, a stallion in the Everfree Forest. I think he was at the gorge as well… he had red fur… or a shade of red, anyway. He was… short. I mean, shorter than me…"

He didn't think it would do much good, but it turned out he had assumed wrong.

"Red fur and short?" Ray asked. "I remember seeing a guy like that at the inn, with a beaker cutie mark, right? Bit of an odd one, always on his own and talking to himself. I did try to say hi, but he just looked at me like I was barely there."

"Yes, I remember now," nodded Dusk. "He did seem to talk to himself a lot and when he talked to me… it was like he thought I wouldn't understand somehow. Like he knew something I didn't and wasn't supposed to know… I don't know…"

"I got a sort of similar feeling," agreed Ray. "I don't know what it was, but something about that guy just rubbed me the wrong way, you know? Plus, if his cutie mark means he's a scientist of some kind, that would give him some kind of reason to know about chemicals. Like the kind used in these bombs."

"It's a lead, at any rate." He looked at them all. "Ray and I can investigate this. You can all stay here, make yourselves at home and see if you can't think of anything else from what we've got so far."

"You got it," affirmed Gentle brightly.

"In the meantime, Ray?" He made his way to the door. "Let's go and see if there's room at the inn."

Aside from his friend remarking about the obvious joke that he just made, he followed Dusk without any objections. Making use of Ray's teleporting ability, arrived in a second, the only result being Dusk feeling queasy from the spell and some poor mare scared out of her wits by their sudden appearance.

"Don't worry, I get that a lot," Ray joked lightly, leading Dusk inside to the front desk and grinning at the dull white stallion at the desk. "Hey Fawlty Manager, remember me?"

"Oh yes, Mr Strike. How could I forget you?" he mumbled irritably. "I was under the impression that you had secured your own accommodations."

"You make it sound as if my leaving here was a bad thing," he remarked. "Actually, the reason me and my friend are here is that we need to ask about one of your guests."

"Really?" he asked, in a tone that suggested he had no intention of doing so. "And why do you assume, Mr Strike, that I would be willing to divulge such information?"

Dusk stepped in now. "Because you are required to as part of an official and legal investigation into this individual's affairs."

"Indeed?" His tone was still cynical.

"Indeed," confirmed Dusk. "My name is Dusk Noir, Mr Manager and I've been given full royal powers by Princess Luna herself to investigate anything I deem relevant to this case."

"Is that right?" A hint of caution had made its way into his voice. "Do you have some proof of this?"

"I am Princess Luna's student and an Element of Harmony, that should be proof enough," replied Dusk curtly. "You can try to contact the Princess via Twilight Sparkle's assistant Spike to confirm this, but neither she nor I would prefer to have our time wasted. It would be beneficial to us both if you cooperated."

Normally he would have been more polite, but he wanted to follow this up as quickly as possible and didn't have time to follow niceties. He hoped a direct approach might work and it did, for Manager frowned at him before pulling out a guest book.

"And what is it you need to know exactly?"

"Just if you happened to provide a room to a short stallion, with maroon fur and a beaker cutie mark. That's all and then we'll be out of your hair."

He nodded slowly, his hoof on a section of the book. "There was a guest that answers your description, a Mr Written Alibi. He stayed in room twelve for about six months, checked out just a few weeks ago."

"Bet that's before Doom showed up," muttered Ray. "Didn't wanna be in the line of fire with the rest of us."

"Possibly," said Dusk, speaking louder to Fawlty. "Would it be possible for us to search his room? Has it been stayed in since he left?"

"Not recently, following the Doom incident," he grumbled. "Seems to have scared away most travellers for the time being."

"Even so, can we have a look?"

"If you must…" He heard him grumbling while he went to retrieve the key. "Good luck in your _investigation_, Mr Noir.

"Thank you for your cooperation," replied Dusk evenly, knowing the stallion was still watching as they left.

"Wow, I think that's the first time I've seen you act like that," said Ray appraisingly. "You almost had me scared."

"We didn't have time to waste. He didn't seem to like you very much," noted Dusk, while they walked up the stairs.

"He doesn't really like anypony."

"But he seemed to hold dislike for you specifically."

"Now, that is a mystery," said Ray. "Maybe he just doesn't appreciate my winning personality, That or it was probably something to do with a prank I might have pulled involving some soup and a fly in an ice cube."

"Yes, I'd imagine that leaving a trick ice cube wouldn't leave much of a positive impression."

"I had no choice. He looked like he needed a laugh and Rainbow told me to do it and 'trick' implies it was fake." Ray finished that topic with a mischievous smile and a change of topic. "Here we go, room twelve."

Not questioning that further, Dusk slipped the key in and opened the door to the modest-sized room. There wasn't much in here apart from a single bed, a writing desk by the window, the curtains for which were shut and a door leading to a bathroom.

They started to examine it, though Dusk didn't expect they'd find much. If their mystery pony had stayed here and he was involved in this, it was unlikely that he'd left anything behind that would incriminate him. Still, their best chance for some kind of follow-up to this was to discover why he was here and what he intended. Even if it was just a little thing.

"What are we even looking for?" asked Ray, emerging from the bathroom. "I don't think he would have left a signed confession lying around anywhere."

"Undoubtedly," agreed Dusk, "but we're looking for anything that might give us a further lead on his location."

Ray put down the lamp he was looking under. "So… not a signed confession, but a map with detailed directions?"

"I don't know," he sighed, "but there has to be something here. Something he might have left or forgotten or not deemed important, especially if he wanted to get out before Doom got to work."

"So," continued Ray, pulling away the bed, "that could be anything?"

"Indeed it could."

"Anything at all that might give him away?"

"I would think so."

"Including this?" Dusk looked to see that he was holding a newsletter. From Canterlot University.

Now, he could feel a smile beginning. "Yes, including that."

* * *

"Oh, wow, will you look at this?" Gentle traced her eyes around a canvas of interpretive painting. "I mean, there's not much structure, but I think that's what gives it its beauty. Just the use of colour and the way it's painted to let you see what you want to see. This really is a wonderful piece, in that respect, so many ways of looking at it…"

"Gentle," began Dusk patiently, "I respect your interest in art and you're right, it is a unique piece, but can you try to stay focused please?"

"Oh yeah, of course, sorry," she stammered, her face flushed. "I just get so absorbed in this kind of thing and we are waiting in here. I just thought it would be something…"

He nodded in understanding. "Of course. For now, you're okay, but be ready to do what we need to."

"You got it," she replied brightly, going off to look at another piece.

Dusk smiled a little at her intrigue in art, glad he'd asked her to accompany him for this part and turned to stare out of the window he stood by, watching students and professors make their way to their classes or just relaxing on the grass outside in groups or alone.

The university carried much the same royal castle aesthetic as the rest of Canterlot, namely in the form of the two spires emerging from the foremost parts of it and built into the mountain, towering above the lush green grounds below. However, it also carried the same classical appearance of a converted manor house, with many windows glinting in the sun and rows of ivy creeping along the red brick walls like tendrils.

Looking out at the university from the waiting room they were in, Dusk could certainly imagine studying here. Its grounds neighboured Celestia's School for Gifted Unicorns, so the two of them shared the same grand lake in the centre, shimmering like a mirror. This, combined with the sheer amount of peace and tranquillity he felt gazing out at the fields, the patches of flowers, the trees and the proud buildings, made Dusk see why this was quite a respected educational institute.

It would be so simple. Just sitting under one of those trees, with a book open in front of him, perhaps Twilight beside him while they studied for an upcoming test or just reading together. If only they'd been friends then, when things were a little simpler…

He turned at the sound of the door opening and smiled genuinely when he saw who stepped through. "Night Light, good to see you again."

"I suppose it is rather nice to see me again, yes," he remarked a little absently. "Even so, it's good to see you again too, Dusk. And who's your young friend here?"

"Hm? Oh, sorry, didn't hear you," said Gentle, looking away from the art. "I'm Gentle Dream, nice to meet you."

"And you too. Unless there's a chance that Dusk is cheating on my little girl with you, in which case that's less nice," he added. "You aren't, are you?"

"No, no!" said Dusk quickly. "Of course not, no. She's just my friend."

"Yeah, we're just friends," affirmed Gentle, blushing slightly. "I mean, I already have a coltfriend and I don't like ponies who cheat on people, so of course we're not…"

"I'm only joking, you two. Honestly, your faces." He chuckled and nodded at Gentle. "You seemed away with the fairies there before. Believe me, I know how that feels."

"Just engrossed by all of these wonderful pieces," she said brightly. "There's some good work here, reminds me of my art school."

"They are quite nice, aren't they?" he nodded. "None of them are mine, I can't draw for toffee. Mm, toffee, I do like a little bit of toffee. I could go for some right now, haven't had it for… wait, what was I talking about?"

"About the art?" tried Gentle.

"Oh, yes, the art. Very well painted, lovely," he agreed, to recover himself. "Yes, a very nice field here, a lovely bowl of fruit and a…" He stopped at an interpretive sculpture. "I'm not sure what this is, but I'm sure it's nice too. Once you figure out what it is."

"I beg your pardon, Night," said Dusk politely, "but we came here in hopes that you might be able to help us with something."

"Yeah, we're looking for a small, red furred stallion with a beaker as his cutie mark," followed up Gentle. "We think he works here, maybe? Dusk said you and your wife did, so we figured you might be good to ask."

Night thought for a moment. "Are you by chance referring to the scientist Doctor Test Tube?"

The name rang a bell in Dusk's mind. "Doctor Test Tube? The writer of the hypothesis concerning the combining of technology and magic?"

Night nodded approvingly. "Somepony's been doing their homework."

Dusk shrugged modestly. "Well, your daughter kind of pushed me to."

"She'll do that." He chuckled again. "I'll be honest, I'm just saying that because I honestly have no idea. I only know that he's contributed some of his work to the university and that he has a private lab here as a result where he does most of his research, but I just stay away from the fellow mostly. Everypony here does."

"We've been hearing quite a bit of that," nodded Dusk.

"Bit of an oddball and that's coming from me. I heard he moved away quite a while ago, six months or something along those lines. It was rumoured he headed out for Ponyville." He shrugged at them. "If you're looking for him, you're probably better off looking back where you came from, sorry you wasted the trip."

"Actually, we were hoping to find more about him based on what we might find here," explained Gentle. "Once we find what we need, we can probably figure out how to find him for what we need."

"Working your way backwards, eh? I do the same thing when I lose my socks. Not that I need them, I don't wear socks all that often. I mean, it's nice to but…" He snapped out of his ramblings. "Oh, sorry, you probably want to go and have a look at his lab then. You might not find much there, heard it's been mostly cleared out by him or somepony else, but you're welcome to take a peek, since he's not around."

"Thank you, Night, that would be ideal." He let him lead the way, allowed Gentle to exit first and picked up the rear.

They had the others staying behind to do some further research on the mysterious pony, perhaps find some more clues that would lead them to his motive. He and Gentle had come to Canterlot to try and confront him directly. If he worked at the university, he might have been using grant money in order to pay for what he needed.

So, the reserved and mysterious scientist had a name now and Dusk could start to piece together his role in this. From some of the thesis he'd written in the books he'd read, he caused quite a stir in the scientific community. It wasn't just his ideas, but also how he was willing to go about them that made him feel that perhaps if he did have a part in this, it was a little clearer now.

If only for the fact that it was also more chilling.

They reached the lab that Night Light directed them to, having somepony unlock the door for them and ushered them inside.

"Right, have fun you kids. I've got a class now. Oh wait, was that at three-thirty or four-thirty? Is it lunchtime or have I missed that? Oh well, I'll figure it out." With one last easy smile, he left them to it.

"Is he always like that?" Gentle asked with a giggle when he was gone.

"From what I gather, yes, but I don't hold it against him," he replied. "Now then, let's have a little look around here, shall we?"

As with the room at the inn, it didn't look like they'd be able to find much. The lab was quite large, almost the same size a normal house, but most of it was stripped bare. The desks were empty, the racks had a few lonely and empty test tubes left in them, equipment owned by the university left in boxes waiting to be stacked away. They had some chance, but not a big one.

They split up and started to look around, Gentle running a hoof along the desks while Dusk walked towards a larger part of the room that was completely empty. At first, there was nothing of particular interest, but Dusk knew there had to have been something here. The fact that there was just this empty space, with no desks or anything of the like, suggested it might have been used for something. There needed to be a space here in order to fit it.

"So, do you know much about this Test Tube then?" asked Gentle, her voice echoing a little.

"Only a little from what I've read in some books," he answered. "I don't have much of an interest in science, but it was recommended I read them. I don't know a whole lot, but I've retained what I do remember."

"Well, something is better than nothing. It might help us out if I knew as well."

"Good point." He recalled what he read to mind. "I didn't read in great detail, but one thing I do know is that he believes in a sort of attempt to combine technology and magic together. Not just so that magic is a power source for regular devices, but also to create new ones, giving powers to other ponies that would normally be reserved for exceptionally skilled unicorns or alicorn or even just normal unicorns."

"So like using things like levitation and teleportation for earth and Pegasus ponies?" She brightened a little. "That sounds like it would be good for everypony."

"It does, were it not for how he goes about it," he said grimly. "From what I gather, he doesn't seem to hold much for a moral code in order to get what he needs done. He believes that morality only serves to hold back progress and he would be able to fulfil his findings more quickly without it."

Now, her expression wasn't so optimistic. "You mean he doesn't care about right and wrong to get what he needs done?"

"Not in the least," he answered. "One of his experiments involved creating a teleportation machine to be used by all, but he found out that for the moment, it would only work if the recipient was also magical. That wasn't before, however, his machine ended up killing various animal test subjects as a result. Quite painfully too, I might add and even then with magical animals, the process was still very painful."

"That sounds horrible!"

"The rest of the scientific community thought so. They wouldn't even let him use it on a pony with the results he had and forced him to suspend his experiment and all others related to it. There are rumours he still continued them secretly."

"That's awful…" she murmured. "It would make sense though, if he was behind all this. That he was willing to see a few ponies hurt to get what he needed."

"Indeed." Dusk suppressed the anger that threatened to rise towards their suspect and pointed to the office. "Check in there, could be something useful."

"R-right." Still looking a little shaken from this new information, she went off inside.

Finding something to distract him, Dusk returned to examining the empty space before him. He still held his suspicion that something used to be here. He could make out dust marks on the floor from something, big rectangular machines and a circular part by the look of it. There were marks of soot on the floor, possible indication that this machine had been used.

Even with this though, without the machine actually in front of him, he couldn't actually tell what it was. He remembered a similar sort of device he'd been using back in the Forest, but that one was relatively small compared to this one. Either it was a scaled down version or perhaps it served a different function entirely.

He'd said something about containment regarding the machine… but used to contain what? And how? A forcefield, perhaps?

"Hey, Dusk! Come in here, I think I've found something!" called Gentle from the office.

Hope rising, he headed into the small office, complete with a small chair and empty filing cabinets by a wooden desk. He joined Gentle at the desk and looked at what she found. It appeared to be an empty drawer, but Gentle was smiling knowingly.

"Gentle, there's nothing in here," he said. "If he did clear out his office, he wouldn't have left anything important behind. At least, not in plain sight."

"Exactly, not in plain sight. If he only took what was important, he might have forgotten about the little things. Like with that newsletter you and Ray found. All it takes…" She pushed down on the drawer, allowing it to lift up, "… is the right eye to find it."

"Yes… yes!" He pulled out the small stack of papers within and placed them on the desk. "Gentle, that was brilliant!"

"Thanks," she mumbled but smiling, levitating one up and opening it. "Hey, there's some kind of blueprint in here. Take a look."

Dusk did so and grinned. "The Super Speedy Cider Squeezy 6000! Or at least, some kind of early prototype. This one looks a little different."

"Seems weird he'd leave this stuff here though," she remarked.

"Like you said, if he was in a hurry, he might have forgotten about the little things." He pulled out some other pieces of parchment, a notebook. "There's some notes here, relating to the teleport machine I told you about. All of the tests he did on various animals."

"Really?" She read them over, her face morphing into a look of horror and disgust. "Oh, this is awful… 'noise made by subject suggests intense pain'… 'clear sounds of evident discomfort from subject'… 'vortex field at maximum when severe suffering is…' why would anypony want to make a note of this? I think I'm going to be sick…"

She tossed them aside, gagging and Dusk picked them up, wondering that same question, though the same horror began to rise up in his chest when he read over the vivid details. Why would he make notes of all the suffering his subjects went through?

He compared the activation of the machine, a blast from a magic horn, to how the twin's machine had been activated. The notes and plans for machines all seemed to detail around the use of magic and technology combined. The Flim Flam brother's machine was powered by such an arrangement and this teleportation device appeared to operate on a similar system.

But teleport spells were powerful, advanced magic and it wasn't just about the application of energy that was needed to pull off a spell. Another, more vital aspect was needed for spells that powerful, something that Luna had taught him at the very beginning of their lessons. And for some reason, now he thought about it, it made sense in that instant.

"Emotion. That's it!"

"I'm… sorry?" Gentle looked confused by his outburst.

"This was why he instilled all these things," he said, holding up the notes. She still looked confused, so he explained. "These events, they all were happenings of chaos and suffering, some more minor than others. Imagine, how much pain, anger, rage and fury would Doom's return have created? The same concerning the gorge fall and the gremlin attack. He was gathering the raw negative emotion generated from that as an energy source to power his machine."

"So… all of that was just being used as a means to an end?" She looked even more horrified than before. "All those ponies that suffered when Doom came back, your friends almost crushed… all for his experiments?"

"I know, Gentle, I know." He placed a hoof on her shoulder comfortingly. "That's why it was up to us to track him down, to make sure he didn't get away with it. It's our task to bring him to justice and I couldn't have done it without you or any of the others."

He saw determination start to replace her horror. "I'm glad I was able to help. Believe me, I am. What about Cerberus though? Do you still think he caused that?"

"I'm not sure, but let's back to Ponyville," he suggested. "We've got all we need from here and maybe the others have come up with something."

She agreed to this and they left with the evidence they found. Neither of them spoke much on the train on the way back, either because they were reading the notes or because at this time, neither of them felt much like talking.

They found their compatriots looking over some papers when they got back. When they asked about what they had found, explaining what they'd discovered to the disbelief and shock of most, they found their final piece of the puzzle. Nightfall had something that confirmed what he had theorized when they got back, just as the sun was starting to dip below the horizon.

"You remember how I mentioned weird energy spikes I detected from my observatory at your party?" he asked, showing him some photos of some sort of beam shooting into the sky. "On a hunch, I examined one I found on the night before Cerberus showed up and it was the biggest one yet."

"Any idea where it came from?" asked Dusk, knowing they were close.

"I think so." He showed them a map he'd set out. "I followed the beam down to its source and recorded the approximate origin point here. It came from the Everfree Forest, specifically around this area here, with only one place it could have come from by how the area is mapped out."

"The Castle of the Royal Pony Sisters," murmured Dusk. "A place where you could have access to creatures from the forest for possible experiments, no possibility of anypony stumbling across you and the only place where you might find pieces of the Corruption Entity."

"Good work, Nightfall!" Gentle said encouragingly. "See, you did contribute something."

"I guess I did," he said with a hint of pride. "So, we know who it is, why he did it and where he's hiding. Does that mean…?"

"Yes, Nightfall," affirmed Dusk. "Gentlecolts, mare, I'd say it's time to-"

"Bust this thing wide open?" suggested Ray with a grin.

Dusk nodded slowly. "Yes, Ray. Exactly that."

* * *

Dusk couldn't believe that this was the third time he had been to this place and he still hadn't stayed to examine it properly. From the times he'd been here, once in the past and once in the present… in a manner of speaking, he'd always had some other pressing need to be here that meant he couldn't stay and have an actual look around. This time was no different.

He put those aside, focusing on moving stealthily up to the entrance of the castle. One day he might, but today, more important things needed to be done. Cloaking himself and his friends in the cover of shadow, he led them up to the crumbling, ancient walls until they were right next to the door.

He gave the signal and they emerged, shivering from the evident cold of the shadows. Before they went in, Dusk wanted to get a good look of what they were getting themselves into. Motioning for them to stay down, he peered up cautiously through a nearby window. The machines he could see set up there definitely weren't part of the structure of the castle. It was like the one Tube had been using last time, but like he suspected at the lab, much bigger and for a different purpose.

Dusk saw movement and felt disdain rise when he recognised Hard Edge bending by one of the machines, doing something to it. He appeared to be speaking, but he couldn't make out what was being said, but he soon saw who he was talking to. The good doctor emerged from a side room a few seconds later, examining his device, his lips moving with barely any sound.

Perfect. Now, it was really time to finish this.

"Okay," he whispered to the others, "they don't know we're here and we outnumber them. The good thing is we have the advantage of surprise."

"Right, you two!" Ray called, kicking open the doors. "The jig us up!"

"Which is now gone," he muttered. "Right, let's go!"

Gentle remained by Dusk's side while he walked inside, Frequency and Nightfall spread out either side and Ray flanked his other side. To his slight enjoyment, both ponies stared at them in bewilderment.

"What the… where did you come from?!" demanded Edge, starting to move forward.

"Ray, if you will."

"Willing." In a second, Ray teleported over and had Edge in a lock behind his back and teleported him again next to a machine.

"Hey, hey! Lemme go, lemme go!"

"Hush now," he said casually. "He's all yours, Dusk."

"Thank you." He turned his attention to the scientist, taking advantage of his slightly greater height. "Hello again, doctor. I don't think we introduced ourselves properly last time."

"No, we didn't." Surprise was evident, but appeared to try and contain it. "You found us then."

"It took a little work, but yes, we did."

"How much do you know?"

"That you were the reason my home has been put in danger a number of times, all to serve as power for this amalgamation of science and magic. No matter how much they needed to suffer in order to do it."

"I see…" There was no hint of remorse in his voice, only a sort of admiration. "I knew you had some intelligence when I met you, when he told me of you, but… I am impressed by your efforts, I must admit."

"High praise, I'm sure."

"It's just a shame, that you can't see the bigger picture… what I really aim to achieve…" His gaze flickered to the side room he'd come from. "I would have thought your transformation might have affected you somehow. Maybe it has…"

"Nothing's affected me," replied Dusk curtly. "Maybe not the result you wanted."

"But I got my results anyway." His gaze became more intense. "How did it feel, by the way? Watching through Doom's eyes while he acted, unable to do nothing but live all he did? I can only imagine how painful that must have been… how it still is… if only…"

There again, that creeping note of pleasure in his voice when he spoke of pain. How had he ever managed to feel compassion for him?

Not willing to waste any more time, he got straight to the point. "Doctor Test Tube, under the powers granted to me by Princess Luna of the Constitutional Diarchy of Equestria, you are under arrest for crimes ranging from civil unrest to willing endangerment of the citizens of Equestria."

He didn't look worried, more disappointed. "You know, when I met you in the Forest, despite what he told me, I had hoped you might be different. He'd affected you directly, how could you not be? I can see now that I was wrong."

"Happy to disappoint," he countered curtly. "Who is this 'he' anyway?"

"But why should you need to ask? I thought you would know, since he granted you and all of us true freedom, not so long ago." He could see that fire in his eyes when he spoke of this. "Freedom that could only come from chaos."

"Discord," he whispered. "Of course, you would take advantage of a world with no rules."

"Why shouldn't I?" he asked conversationally. "The progress I managed to make with nothing holding me back, you have no idea. It was very… productive… glorious. Discord saw that. He found me, appraised me… recruited me. The greatest honour I'd ever received…"

"Recruited you for what?"

"And then it ended." There again that disappointment. "You and your friends, imprisoning him in stone once more, encasing me in that same cold cage of order that I had been so ecstatic to be rid of. A real shame, really… we both did."

"I see." Dusk looked at Edge coldly. "You two do seem just right for each other."

"Oh, him?" He spoke like he was insignificant. "He sought glory and praise for his own ends. I strived for progress for all. We both lost out on that, due to your actions. Had you left Discord alone, we would have been free to carry on, but you forced us to take drastic steps."

"Don't try and blame what you did on me," snapped Dusk. "You chose your own paths. The things you've done, the gremlins, the gorge, Doom… I had pity for you before, but you should be ashamed of yourself. Both of you."

"Buck you!" shouted Edge.

Tube glanced at him, but turned his cold gaze back to Dusk. "You really are just like the rest of them. You think your moral code gives you higher ground, but in truth, it only holds you back. That's all it ever does."

"Forgive me, if I don't agree with you."

"It is true, though. Even after all I have done, you're still willing to take me alive. If you would just kill me, like I know you're tempted to, you would end anything that I might have planned permanently." He took a step closer. "But you won't. You'll take me and Edge, we shall escape and repeat the process that you had the chance to stop, but didn't. Because your morals held you back."

Alarmingly, Dusk considered his words. He remembered a small part of him had wanted to cause the one responsible some pain, for what he had done. If Tube aimed to do more… they were alone here. Nopony but those here knew where they were. It would be easy…

But then he felt the other's gazes on him, could see Ray staring at him intently with that confident smile of his and they reminded him. He had brought them here for the sake of justice, not vengeance. He had never sacrificed his views for anything. He wasn't going to start now.

"No, Tube," he said slowly and clearly. "My morals are what separates me from you. It's appropriate how you're hiding here, in the Everfree Forest. You're right here where you belong, with the rest of the monsters."

He sighed notably. "How narrow-minded of you. Just like the rest. You'll see soon enough."

"You keep saying things like that," noted Dusk. "What was it that Discord wanted you to do? Why did you release Cerberus, if that was even you?"

"Oh yes, that…" he muttered. "The dog was merely a side effect of what I intended to do. A welcome one, really."

"And what was that?"

"Well, if my teleportation machine was directed at Tartarus… well, you figure it out, Dusk."

"What did you do, Tube?" he demanded, but the scientist acted like he'd suddenly lost interest in him.

"I think we've spent enough time here." He raised his voice. "Mr Edge, did you finish making the preparations necessary?"

"Most of 'em, yeah," he grunted from Ray's lock. "You wanna do it?"

"I think that would be best. Whenever you're ready."

"Got it." He jammed Ray in the stomach and kicked the machine, diving towards the doctor.

Before Dusk could stop them, he glanced over at the machines to see something red flashing on the side of them. Something round and half-metal.

"GRENADE!"

BOOM!

The machine burst into flames. A second later, so did another and another, the heat of the flames rising and creating a wall between them. The sickening smell of burning metal and plastic reached his nostrils, making him cough.

"Out, everypony out, now!" he ordered. He could hear Ray teleporting quickly while he grabbed Gentle, who had been forced back by the explosion.

Through the flames, he saw Edge and Tube making for the exit, blocked by the burning wall before them. He would have given anything to go after them, but he had to make sure the others were safe first. There was no other way around the castle and Hard Edge was fast. They'd be gone long after they recovered from the smoke.

Putting that aside, he picked up Gentle with a spell and galloped with her, diving through the doors with the flames licking at his flank. Nightfall, Frequency and Ray were already out, recovering from the shock of that.

"Are you okay?" he asked the mare gently.

"I'll… I'll be fine…" She coughed and smiled weakly back up at him. "Thank you…"

"Don't mention it…"

Just as he helped Gentle back to her hooves, he happened to glance back at the burning castle ruins. He expected them to be empty, for Hard Edge and Test Tube had now evacuated the area in the wake of the explosion. It might just be his imagination, the lack of oxygen from smoke inhalation playing tricks with his mind, but he could have sworn he saw something…

A figure, amidst the flames. Tall, imposing and unfazed by the fire licking around his hooves. A dark robe billowed around him, almost mingling with the smoke that rose from the tongues of flame around him. His face was obscured by something… a hood or a mask or just the smoke. But where had he come from? Who was he? What was he still doing here?

And why, in the few moments before he stalked away from the flames, even though he couldn't see his eyes and wasn't entirely sure if he was there… did he feel like it was looking right at him?

* * *

So, case closed in a manner of speaking. Exactly what Tube and Edge are planning will be saved for another time and another place.

Next time, we're off on a Dragon Quest!


	37. Dragon Quest

**Dragon Quest**

"So, let me get this straight," Twilight said, her voice laden with anger, "you conducted an investigation into tracking down dangerous individuals, the ones who were responsible for your transformation no less and you not only didn't tell me, but you willingly kept it from me?"

Dusk had been expecting this kind of reaction when he entered the library that day, even before Twilight had approached him with fire in her eyes. Whether it was because she somehow worked it out or she was told he didn't know, but he knew she wouldn't be happy. In fact, that would be a significant understatement.

Even so, he still flinched and retreated a little when she actually unleashed this upon him.

"I know," he muttered, "and I'm sorry, but you know I had no choice. Luna said it would be better not to involve you girls."

"I understand that, but you still could have said something to me at least!" she argued. "I thought we were done keeping secrets from each other, Dusk."

That stung a little. "I couldn't risk it, Twilight, I really couldn't. We didn't know if he was observing us in some way. If I'd come to you, he might have started to suspect something. I had to keep this quiet, for your sake."

She hesitated, thinking of a way to argue against that. "You could have just explained that. I would have kept out of the way."

"Forgive me for saying so, but I don't think you would have," Dusk said delicately. "You're an inquisitive kind of pony, Twilight. I know what you're like when you're determined to find out all you can about something you don't know, so…" He didn't really need to finish that sentence.

She was quiet for even longer now, opening her mouth occasionally but just as quickly closing it again. In the end, she conceded with a frustrated sigh.

"I can see why you did what you had to, Dusk," she murmured. "I just… I don't like it. I really don't."

"I know, I don't either," he insisted. "Believe me, I hated keeping this from you and I wanted to tell you, but I just couldn't. I wanted you and others safe and I wanted to find who was responsible."

"What if they'd tried again?" A note of fear crept in. "What if they'd tried something else and you'd been hurt? Or worse? You almost were too and I wouldn't have known."

"But I wasn't though." He kept his voice soft. "I made it back and I'm fine. We did it and now it doesn't have to be a secret anymore. I don't quite believe it, but I can take care of myself."

"It doesn't stop me worrying though…"

He took a few steps closer. "Twilight, I promise you that, if I can avoid it, I will never keep you out of something like this again."

Her gaze met his, that anger now fading. "You mean that?"

"I always do." He was inches from her now, never once allowing his eyes to falter from hers. "We both know I'm next to useless without you anyway."

"Not always…" She managed a smile now and hugged him gently. "Maybe you're not as much of an idiot anymore."

"Still enough to be your idiot though?"

"Of course." She kissed him and her smile warmed. "Even if you kept me out of it, I'm proud of you for what you've done."

"Thank you," he said, but frowned a little. "They still got away though."

"But now they know who they're looking for," she pointed out. "They've been exposed and Shining's conducting investigations with the Royal Guard on all of Edge's and Tube's known places of residence and working. They'll find them."

"I hope they do." He remembered Tube's cold, sadistic tones. "Ponies like that shouldn't be allowed to roam free."

"Unfortunately, ponies like that do exist." She frowned again. "I'm still a little surprised Test Tube was behind it all. I know his methods were questionable and his theories frowned upon, but I didn't know he'd be capable of what he's done."

"Sometimes, acts like this come from those we don't think would ever commit them," mused Dusk. "I know about that…"

"Dusk, don't compare yourself to him, don't even begin to," she said firmly. "Tube has always been crossing the line between right and wrong, tried to find ways to forgo it to get what he needs and has been long suspected sadistic tendencies."

It was amazing how much she could always make him feel better. "Anything else apart from that?"

"Of course." She smiled flirtatiously. "He's nowhere near as handsome and he doesn't have me as his marefriend, correcting you when you have stupid thoughts."

"I suppose that's just his loss then," he chuckled. "Which is a great one, at that."

"My thoughts exactly," she nodded. "The point is whatever he wanted to do is finished and he couldn't have possibly succeeded."

"We don't really know about that though," said Dusk. "There was nothing left of his machine apart from molten slag when we looked."

"Even so, he was trying to pull something out of Tartarus," she returned. "He probably didn't even manage it, he was just trying to scare you or deceive you."

"And if he wasn't?" he asked. "Who do you think he might have pulled out?"

Dusk had been thinking about this question long and hard himself before he'd come in today. If it was Discord who'd recruited Tube as he claimed, he must have wanted him to try and bring back one of his old allies. He didn't know if there were anymore, but the story he knew pointed to one very likely candidate.

He didn't even want to think about that and he could see Twilight would much rather not answer this question. She pursed her lips and looked away? Had she come to the same possible conclusion that he had? If she had, she didn't say anything, nor did she get the chance to from who emerged through the door, dressed in an apron and wheeling a tea tray with cookies and cake.

"Come on, you guys!" urged Spike. "By the time you two stop goggling, the dragons will have circled back in time for the next migration!"

"So, either way, we still won't miss it?" joked Twilight.

"You know what I mean," sighed Spike. "Now, come on! Let's go!"

"Yes, Mama Spike," chuckled Dusk. "Did you remember to make us packed lunches?"

"Shut up! This is my favourite apron and it makes cleaning easier from crumbs."

"It's pink with frills and a love heart."

"I'm not ashamed with showing my feminine side."

"Believe me, you don't need to tell me that." He looked to Twilight as they made moves to leave. "Are we still going to try and talk Fluttershy into coming?"

"Of course," she answered brightly. "We don't want her to miss out on this by not giving her a chance to come along."

"I still don't think she'll go for it."

"We can at least ask her though. I know you feel safe because I'm here to protect you, maybe we can assure her of that."

"Shouldn't that be the other way around?" He paused a moment. "Yes, that sounded a lot more intelligent in my head before I said it."

They laughed good-naturedly, the grim topic of their previous conversation forgotten. In a way, Dusk was thankful for that. Even though his quarries had gotten away, he felt rather relieved they were no longer his concern and that Luna was doing all she could to capture them. It was easier for him to think they'd failed in their task rather than dread if they had succeeded.

Even so, that image of the figure in the flames of the castle was burned into his mind. Like the story he was featured in.

He instead focused on an event of great intrigue that would be occurring: the dragon migration, only seen once a generation. He'd read about it one time, one of the few things that ponies did know about dragons and was looking forward to seeing it. It would be a welcome distraction and safe, as long as the dragons didn't think they needed to stop for a snack on the way.

Since he was right about Fluttershy not wanting to come along, with her leaping out of the window after trampling on Rainbow just to get away, they decided not to try and make her come along. Apart from some evident disappointment that was quickly covered up from Ray, nopony else objected to her choice. They arrived at the trench that Applejack and Pinkie Pie had dug and applied their camouflage, Dusk providing additional cover by enshrouding them in shadow.

"Lil' nippy, ain't it?" shivered Applejack in a whisper. "Ah mean, ah'd rather be cold than deep fried, but still."

"Shadows aren't really known for their warmth," remarked Dusk.

"You're not gonna run out of energy doing that, are you?" asked Ray. "I have confidence in you and all, but… you're still kinda new at this."

"Thanks for that," deadpanned Dusk. "Don't worry about it. Just so long as Twilight keeps my energy topped up, I can keep us hidden."

"Indeed and we're also a little early, and I'm glad we are," she noted. "This way, we can watch every moment of the migration without bringing any unwanted attention to ourselves!"

The quiet was pierced by a loud call from behind, followed by confetti and a red carpet being rolled out. "Yoo-hoo! Well? What do you think? Am I the toast of the trench or what?"

"You'll be toast alright, when the dragons see you parading around in that getup," countered Applejack.

"You look very nice, Rarity, but could you maybe look nice down here in the trench with us?" suggested Twilight, vanishing her decorations and confetti.

"Nice is an understatement. I look fabulous!" she professed. "Who says camouflage has to be drab?"

"The same guy who didn't wanna get burned by dragons."

She snorted dismissively. "I expected something like that from you, Ray. You just don't have an eye for fashion."

"Yeah, just one for survival. How useless is that?"

"Ahoy, maties! Dragons ho!" called Pinkie, ending their argument.

Dusk turned his binoculars skyward, the passing dragon shadows mingling with the swirling ones he concealed them with. They were a magnificent sight to behold. He remembered that dragon in the Everfree Forest and how much it had towered over him. To know that there was a whole thunder of dragons exactly like that one, if not bigger, passing right over his head made his spine tingle and be ever grateful for their concealment.

The girls and Ray were all equally in awe, remarking upon the wondrous sight and making sure they didn't miss a second of it. Dusk could feel the beat of their wings from down here, could see the sun shining off their magnificent scales, creating an effect more terrifying and spectacular than any Rainbow. One of them even performed a loop the loop directly above them, but luckily didn't see them.

Only Rainbow had something negative to say about it and was singed by a burst of dragon fire for her trouble.

"What do ya think of that 'move', Rainbow Dash? Still think they're lame?" asked Applejack with a smirk.

"Uh, not so much. The word 'fierce' comes to mind," she said in a hushed voice.

"And 'formidable'," chimed in Rarity.

"And 'super-duper scary'!" cowered Pinkie.

"Yeah. Us dragons are definitely a force to be reckoned with." Seeing Spike in his apron handing out baked goods around didn't really reinforce this statement.

Rainbow was clearly of the same mind, laughing out loud at the sight. "Yeah, right, Spike. That's one of the scariest aprons I've ever seen!"

"I'd be terrified to wear it!" sniggered Ray.

"What's wrong with wearing an apron? You won't be laughing when you spill blueberries all over your scales. Feathers," he corrected quickly. "That's one tough stain!"

"One tough stain against one lame dragon," she countered.

While he didn't mind a good laugh, Dusk was about to speak up when he saw Spike's cheeks flush with embarrsement. Rarity, however, beat him to it.

"You leave him alone, Rainbow Dash! Spike's style is unique. He doesn't have to look like other dragons."

"Or act like them," added Twilight.

"I completely agree with that assessment," said Dusk.

"My little Spikey-wikey is perfect the way he is," she said like that settled the matter, flicking one of his spines.

Spike however, seemed to take that a different way. "I don't act like other dragons?"

"Oh, not even close!" answered Pinkie.

"You are still a baby, but compared to other dragons, you certainly don't match the way they do," said Dusk.

"What about that time you told me about when he went nuts?" whispered Ray.

"Excluding that one little bout of greed," corrected Dusk.

"But why would you want to, Spike?" asked Applejack.

"Yes." Rarity smiled at him fondly. "You've got something those dreadfully fierce dragons can only dream of."

"What's that?" he asked hopefully.

"The cutest widdle chubby cheeks!" she cooed, rubbing them.

"Cute?! Dragons aren't supposed to be cute! Right?" he added to Rarity.

Her smile only broadened. "Oh, sweetie, you are turning the most delightful shade of red, it is most becoming."

They all gathered around for a closer look, though Dusk was about to advise against it when Spike reacted to it. He growled in frustration and stormed off out of the trench. Well, as much as a being his size and shape could manage.

"Oh, isn't he adorable when he waddles off in anger?" noted Rarity.

"Waddle?! Rrrrrggggh!"

Dusk glanced around. "You think we should go after him?"

"It's just one of Spike's hissy fits, Dusk," assured Twilight. "We'll leave him for now, he'll be fine later."

"And if not, I shall speak with him myself," promised Rarity. "I hate to see my little Spikey-wikey upset."

"Great, now come on, we're missing the dragons!" reminded Rainbow urgently.

"Nice to see you show such concern for your friends, Rainbow," noted Ray with a smirk.

"I didn't hear you saying anything," she countered.

"I was going to," he insisted. "You just… didn't give me a chance to, that's all."

Dusk allowed himself a smile and returned his attention to the dragons. Twilight was right. Spike had acted in similar ways before from teasing or for some other and usually stormed off in the same way he just had. He'd silently fume to himself, but would be fine as long as they left him during that time and usually forgot about it afterwards with some good-natured humour.

Everything would be fine, he thought confidently, seeing a dragon claw into the side of another and thankful their Spike was nothing like them. Even if he wasn't.

* * *

Dusk left his home a little earlier than usual the next morning, mainly out of his concern for Spike but also for the fact that he had woken up a little earlier than usual too. Admittedly though, that also stemmed from his concern for Spike.

Contrary to what he thought, the baby dragon hadn't gotten better by the time they arrived back from the library after the migration had ended. He barely spoke a word to either of them when prompted and spent a lot of time lost in thought. Both of these things were rare for Spike, as he loved to talk and he almost never stopped to think about anything.

He'd tried talking to him, but Spike always became distracted and walked off without saying much else. When he'd left for home at the end of the day, Twilight gave him the promise that she would talk to him if necessary to find out what was wrong. Dusk had his suspicions, but he trusted her to deal with it. Now it was time to see if anything had become of it.

He caught sight of Rarity and Rainbow coming around the corner, who smiled as he approached.

"Just when I was wondering when we might run into you," greeted Rarity. "We're going to see if Twilight and Spike will join us for a bit of breakfast."

"That sounds like an excellent idea," he said brightly.

"Yep, breakfast with me, best way to start the day," remarked Rainbow, opening the door.

The instant Dusk walked in, he could tell something had been happening. It looked like every book in the library had been pulled off their shelves and placed in messy piles all around the room. From the bags under her eyes and her unkempt mane, Dusk could tell she and Spike had been spending all night researching something.

When asked if she wanted to join them for breakfast, she immediately brightened and sorted out her mane.

"That sounds great. I'm famished."

"Count me out," Spike said, hopping out of a book pile. "I've gotta get an early start!"

"An early start?" asked Rarity.

"Yes! I'm going on a quest of self-discovery! I need to learn what it means to be a dragon! And the only way I'm gonna do that is to join the dragon migration!"

"What?!" Dusk yelled, along with all three of the girls.

Rainbow tried to talk to him while he packed up a bundle. "Spike, that's nonsense talk! I know that you're a dragon, but those dragons mean business! They're big, and tough, and scary..."

"And I'm small, and meek... and I like to wear aprons." He tossed aside the aforementioned clothing at this. "See? This is exactly why I need to spend time with them."

"All I'm saying is that you could get hurt," she added with concern.

"That's a strong possibility, Spike," put in Dusk. "Even if you are one of them, you don't know how the dragons might react to one they've never seen before and they're already quite aggressive towards ones they already know."

"Darling, this time I really do have to agree with Rainbow Dash and Dusk makes a good point," said Rarity. "I don't want those big, ugly, nasty dragons to hurt one little scale on your cutsey-wutsey head!"

"I'm sorry, but I've made up my mind." He started to make his way to the door.

Rarity became distressed. "Oh, uh, quick, do something! Stop him before it's too late!"

Rainbow darted forward, grabbing his bundle in her mouth and trying to hold him back while he tugged at it. Dusk was about to move to assist, encase him behind a colour wall or block him with shadows, but he felt a hoof being placed gently on his shoulder.

The look he saw on Twilight's face was one he certainly didn't expect to see. There was some worry, concern, but one other thing that overrode them all: acceptance. She didn't say anything to him, but she teleported between Rainbow and Spike.

"Hold it!" With a flash of her horn, she teleported them apart from each other.

With a rather pained look on her face, she levitated Spike's bundle to him.

"Really?" he asked in disbelief.

"Don't tell me you think he should go?" demanded Rainbow from the floor.

"Yes, Spike," she answered in an understanding voice. "I couldn't answer your questions. My books couldn't either. I understand why you want to look elsewhere. I truly believe you need to go on this quest. And we have no right to stop you," she added to Dusk and the others.

"I suppose not," conceded Rarity.

The more he thought about her words, the more Dusk knew that she was right. "I'm no stranger to existential crises. While I suppose my own is somewhat different, you need to find the answer to yours as I did with mine."

Rainbow nodded in agreement. "I still say you're nutty, but hey, I've done lots of nutty things."

"We know," they all chorused.

"Well then, I guess this is goodbye, Spike." She hugged him gently. "We can't wait to hear about it when you return."

"Don't do anything I wouldn't do, little brother," wished Dusk, hoof bumping him. "I'm just sorry I can't come with you."

"Yeah, we hope your trip-"

"Quest," Twilight corrected Rainbow.

"- your quest answers some of your pesky "Who am I?" questions."

"Thanks, everypony. I know it will." With that, Spike strode out into the world while they waved him from the door.

"Goodbye, Spikey-wikey!" called Rarity.

"Go get 'em, big guy!" encouraged Rainbow.

"We have faith in you!" called Twilight.

"But me more so!" put in Dusk.

"We're following him, right?" Rainbow asked through her grin.

"Of course," answered Twilight, still waving him off.

Of course, Dusk echoed in his head, waiting with them until Spike had gone around a corner. The instant he was out of sight, they rushed for the Carousel Boutique, Twilight explaining what she had in mind on the way over.

"Dragons and ponies don't exactly have the best of relations and we're most likely going to be following Spike into the heart of their territory in the Burning Badlands," she explained.

"So what?" asked Rainbow cockily. "With the four of us, we can take on anything that gets in our way."

"That's quite an amount of confidence, considering what happened the last time we tried to up against a fully grown dragon." That comment from Rarity was enough to shut Rainbow up. "Twilight's right, following Spike into dragon territory without some kind of plan would be suicide."

"We'd need some sort of disguise then," suggested Dusk. "Just so that the dragons won't take any notice of us."

"Exactly what I was thinking," agreed Twilight. "Rarity, can you get to work making a dragon costume large enough to fit all four of us inside?"

She threw back her mane confidently. "Twilight, you make it sound as if it's going to be challenging."

"Make that the three of you," corrected Dusk. "I can make my own disguise. Twilight, I'd just need you to supply magical energy so I can keep it up."

"I can do that," she said. "I know you managed that for a pony, but do you think you can do it for a dragon?"

Rainbow looked puzzled. "Do what?"

Dusk only smiled and put his magic and energy into creating a detailed colour puppet of a four-legged purple dragon, with matching eyes, red-leathery wings and yellow horns, spinal ridges and underbelly, just larger than he was. He then stepped inside it, using his magic to maintain control of its limbs as he moved his own in time with it.

"I had this idea when Luna started teaching me how to create more detailed colour puppets," he explained. "As Twilight said, I've used it before and it worked when I did. Just like putting on a suit."

Rainbow whistled with admiration. "Okay, that's pretty cool. Can't you make ones for all of us?"

"I need all my concentration and energy to control this one, otherwise parts of my real body might show through my disguise." He demonstrated this effect, lifting the dragon's leg while his hoof remained on the ground." It'd be too difficult to manage that with three other ponies."

"Well, you're pretty convincing already," agreed Twilight. "Just deepen your voice a little and you should be fine. I'll keep your energy up by transferring some of my magic into your half of our necklace if you need it."

"Excellent!" trilled Rarity. "Now then, I have a costume to create. We need to make sure we catch up with Spike."

Rarity proceeded to make the costume with more speed and determination that Dusk had ever seen her attempt with other clothes. The end result wasn't exactly the most convincing dragon Dusk had ever seen, but it was all they had. After struggling to help the girls into their costume and saying he'd put his on when they got there, they began to follow the migrating dragons in the sky, knowing they'd soon catch up with Spike.

Dusk had known in a way Twilight would want to do something like this. Even though she had agreed to Spike going on this quest, Dusk had a sneaking suspicion that she might not let him go as easily as she had. She'd they had no right to stop him, but that didn't mean they weren't going to keep an eye on him. At least, in secret, just to make sure that he wouldn't get hurt.

They trekked on for many miles, passing over mountains and rivers, through woods and forests, all the while making sure they kept the column of dragons in their sight. They only stopped to rest for brief periods, moving quickly enough so they could keep up but not so they would use up unnecessary energy. After almost a full day of travelling, they caught sight of Spike just as he was entering the Burning Badlands.

The lands themselves were actually a series of volcanoes, over which they could see the silhouettes of dragons soaring over them. It would make sense that the dragons would be somewhere hot. Even the sky above was a burnt orange, with nothing growing past its borders. They hadn't destroyed the surrounding forest though. Even dragons seemed to respect the importance of nature.

They followed Spike up the nearest peak, Dusk helping the girls up if they had trouble in their costume. He slipped into his own 'costume' about halfway up, just in case energy dragons spotted him. Time to see if it would work.

Rainbow was still having doubts about it by the time they reached the top. "I'm telling you, we'll never pass for a real dragon!"

"Oh, pish-posh!" dismissed Rarity. "This costume is fabulous: one of my finer creations."

Twilight hushed them sharply. "It will never pass if they hear three voices coming out of one dragon."

"You'd be surprised," A voice behind them spoke up."There are plenty of dragons who lure in prey by imitating speech, or are just weird. Having three or four or even ten different voices coming from dragons isn't as odd as you might think."

They all turned to look at the speaker, crouched behind a rock nearby.

The voice belonged to a Pegasus stallion. If it hadn't been for the brown mane and the wings, Dusk could have sworn it was Applejack's brother, Big Macintosh. He was certainly as big as the farmer. He had rough, blackened patches in his red coat as well as some nasty looking cuts. A single phoenix feather was emblazoned on his flank.

Dusk's eyes widened in surprise. The last thing he expected to see out here was another pony.

"Who the heck are you?" hissed Rainbow. "What are you doing here?"

"I could ask you all the same thing," he returned. "I'm meant to be here, but this really isn't the place for tourists."

"If you must know, we're here to help our friend," said Twilight, gesturing down to Spike.

He raised an eyebrow in his direction, leaning forward. "I thought I didn't recognise the purple kid. He's brave."

Twilight leaned forward as well. Dusk could only imagine her face was like his, or Rarity's, full of worry. Spike had made his way to a group of dragons, who appeared to be laughing at him, though they couldn't hear what was being said.

"They're challenging him," the voice of their impromptu guide came up.

"Oh no, Spike!" Twilight's voice was full of worry. "Let's go, guys!"

Dusk saw the costume tip them over the ridge as Twilight steered them closer to the group of dragons. He followed in their wake, walking with care so as not to give them away. The stallion made no moves to follow. Dusk would have asked more about him, but they didn't have the time for this.

"Mind out for Garble," he added to him before he left, pointing to a red-scaled teenager. "He's a devious one. You should pass for one of them though, you and your friends. Just don't do anything stupid."

"Duly noted," said Dusk, keeping the comment to himself that it was strange that he was warning him against foolishness.

Approaching with caution down the slope, Dusk joined the girls to hear what was being said.

"Well if you weren't just hatched," Garble was saying, "how come we haven't seen you around before?"

"Oh, well, y'see, I live in Ponyville and-"

"Ponyville?" he snorted. "That explains it! I knew there was something vaguely pony-ish about you! If I didn't know any better, I'd say you were part pony!"

Spike backed away from him nervously. "Who, me? I'm not part pony! I'm all dragon, see?" He roared feebly.

"Or maybe you're a pony in a dragon costume," mocked Garble, eliciting laughter from his gang.

Fortunately, the dragons didn't even notice that two of what he'd just said were in their midst. Apparently, dragons weren't the brightest. Dusk wished he could help Spike, but he didn't want to give himself away by drawing unnecessary attention. They'd help where they could, that was Twilight had told them.

That didn't make this any easier though.

"I am a real dragon!" insisted Spike.

"Oh yeah?" sneered Garble. "Prove it."

"Well... how?" he asked nervously.

"By acting like one! Who's up for a little belching contest?"

The others all enthusiastically agreed, proceeding to belch tongues of flame. No doubt the object was to see who could belch either the furthest or the greatest. A belt of fire from the belly of a particularly fat dragon would be a hard one to beat. Dusk managed protect himself subtly, but could still feel the heat of the flames through his disguise.

"You think you can beat that, Peewee?" challenged Garble.

Spike stepped nervously forward and Dusk leaned in a little closer. He sucked in all of his breath, puffed up his cheeks and belched out a small sputter of green flame… along with a rolled-up piece of parchment.

Before Dusk could make a grab for it, Garble picked it up and unfolded it.

"From the desk of Princess Celestia. Dear Spike, please te-" He stopped and laughed. "Ha! Get this, guys! Spike's pen-pals with a namby-pamby pony princess!"

Spike cringed from the mocking laughter, as did Dusk when Garble crumpled up the letter and threw it into a lava pool. He knew somepony who wasn't going to like that.

"How can he just throw that away?! That letter could be something important!" whispered Twilight angrily.

"Priorities, Twilight," murmured Dusk. "We need to try and help Spike first. Worry about that letter later."

"I know, I know! There's no reason to disrespect Princess Celestia that way!" she muttered darkly.

Meanwhile, the dragons were challenging Spike once more. "Maybe tail wrestling is more your speed."

As Dusk suspected, tail wrestling was precisely as the name entailed. The two opponents grappled tails and the winner was whoever pinned the other first. Dusk knew that this wasn't going to end well if Spike went up against one of these brutes.

Rarity realised this too. "We can't let little Spikey-wikey wrestle one of them! He'll get clobbered!"

"Let's go!" Twilight affected her deeper voice. "I challenge Spike to a tail wrestle!"

Fortunately, from what Dusk could hear of their conversation, there happened to be another dragon that looked almost exactly like Rarity's costume. The others assumed they were that dragon's cousin and didn't question any further. After making an effort to make it look convincing, the girls submitted defeat to Spike, flopping to the ground.

The other dragons all cheered as Spike was declared the winner.

"Nice going, little Spike! Maybe you are a dragon after all!" remarked Garble.

Spike's face brightened. "Yeah! Maybe I am!"

"Rainbow Dash, I can't believe your silly plan actually worked." Dusk heard the sound of impact from inside the costume following Rarity's comment. "Ow."

Unfortunately, Spike got a little too cocky and ended up going against a dragon with a much bigger tail than him. Acting partially on instinct, Dusk hurried forward, bounded off a wall and jumped ot catch Spike before he crashed into it.

"Hey, whaddya think you're doing?" demanded Garble to Dusk. "You going soft?"

"Not at all," responded Dusk, trying to keep his voice even and threatening. "I um… I just think that Spike needs his strength for um… for what you have planned."

"Hm, yeah, he's right," murmured Garble. "You are gonna need it for this next event."

This turned out to be something called king of the hoard. Garble stood atop a large pile of gems and precious stones, the objective being to make it to the top and throw him off to claim victory. Garble proved to be quite a veteran at this sport, tossing aside almost every challenger who made it up. This looked like another bleak prospect for Spike.

This would be another moment they had to act. The girls pushed off one dragon who was climbing up behind Spike before he could take him by surprise. Dusk did his part too, slapping off a potential rival with his tail and making it to the top. He kicked Garble off, just so that he was out of the way and rounded on Spike.

"You think you have a chance?" he said in his best sneer. "Let's see what you got!"

Spike shivered nervously, but determination set in his eyes. He charged forward, striking Dusk with a kind of tackle. Were he actually fighting him, Dusk would have been barely moved, but he acted like it was a major blow and began to topple.

"Nice work, little bro." The words slipped out before he knew it and he was fortunate that he fell down the horde before Spike could register them.

Now, he was the only one left standing.

"King of the ho- whoa!" He lost his footing and slid back down, marking another failure.

Up next was an event that Dusk knew they wouldn't be of any help in. Lava cannonball, apparently these dragon games were quite easy to figure out, involved jumping into a pool of lava. Whoever made the biggest splash was the 'ultimate dragon.'

Dusk's magic certainly wouldn't be able to protect him from that, nor would Rarity's costume protect the girls, so they backed out before any of the dragons noticed their absence. Spike would be on his own for this one. The others all made very impressive splashes, leaving Dusk with the crushing thought that Spike would never be able to match them.

The baby dragon seemed to have the same thoughts, backing hurriedly away from the edge and cowering at the back.

"What's wrong, Spike? You afraid the lava will hurt your soft pony hide?" taunted Garble.

Spurred on either by his taunting or willingness to prove himself, Spike approached the cliff edge. He closed his eyes, took in a deep breath, jumped… and hit the lava with an audible smack.

"Ugh... Was I... that bad?" he asked when he resurfaced.

"No, dude... that was awesome! No pony could live through a belly flop like that!" Garble chuckled as he lifted him up by a spine. "You're one tough little dragon."

Dusk exchanged a smile with Twilight, who he could just make out in the costume's head. Spike had finally managed to prove himself to the dragons and find out more about where he came from. They gave him an initiation ceremony and celebrated with a party. This turned out to just be gorging greedily down on gems, belching and fighting with each other.

They just stood back and watched it happen, awaiting the moment when Spike would start to make the journey home. However, while listening to the exchange between him and Garble, they learned that wasn't going to happen.

"Man, was that a great party," sighed Spike contentedly.

"Great? Huh, maybe by Ponyville standards," dismissed Garble. "Stick with us, Spike. We still got plenty to teach you about being a dragon."

"I'm not going anywhere. The way I feel right now, I could hang out with you guys forever."

"Forever?!" They all hid behind a rock to convene. "Spikey-wikey is going to stay with these awful dragons? Forever?" Dusk could hear the tears in Rarity's voice.

"Oh no, this is terrible!" Twilight despaired.

"I should've stopped him back at the library when I had the chance!" Rainbow realised.

"No, Rainbow Dash, this is all my fault! I encouraged him to go!" she inssited.

"We all did, Twilight," murmured Dusk. "We can't worry about blame right now though. There might still be chance to get Spike back."

"You think so?" asked Rarity desperately. "I don't want to lose him…"

"I don't either. Deep down, he knows where he's truly from and he's not going to forget that," he said with as much conviction as he could. "He's nothing like these dragons. He's better than that."

"Dusk is right," agreed Rainbow. "He might be a dragon, but he's a pony to the core. There's still a chance for him to remember that when he realises what jerks these dragons are."

"I hope you're both right…" Twilight's voice raised a little. "Look, something's going on."

Some of Garble's gang and Spike were getting to their feet and stretching.

"Y'know, Spike," said Garble, punching his arm, "I think you just might be ready for a real dragon raid." The others all cheered raucously. "There's a nest full of phoenix eggs nearby, and we're gonna swipe 'em!"

"Aren't you totally psyched to go on this raid?" asked another, slapping him on the back.

"Oh yeah, I'm excited. I mean, I'm psyched," he replied nervously.

He certainly didn't sound like he was psyched about this raid. If anything, he had appeared shocked at the idea. He even tried to back out by saying he couldn't fly with them before being picked up by another and carried off anyway.

"Oh no, they took Spike! We've gotta go after them!" Determined to do this, Rainbow tried to fly after them, much to the protest of the others who were dragged along.

"Rainbow Dash, stop! We can't fly!" reminded Twilight.

"And you're ruining my fabulous costume!" added Rarity firmly.

She stopped just before they fell into a lava pool. "I'm sorry, but we gotta help Spike!"

"Well, we're just gonna have to hoof it!" said Twilight, watching while the dragons carried off Spike.

"I'll run on ahead and see what I can do," decided Dusk, jumping over the ridge. "You girls catch up later."

"Go for it, Dusk!" called Rainbow, while he galloped off.

Night had fallen now in the forest by the time he entered it, scanning the trees for Spike, his colour disguise providing some additional light. He felt rather light headed, both from the running and from keeping up his disguise. After taking some time to take some more from what he had stored in the necklace, he picked up the pace and kept up the search for Spike.

He followed the smaller colour puppet, though maintaining this and his own disguise was really taxing him. He kept at it though, shaking his head to keep it clear. He had to find Spike and stop him before he made a huge mistake. Whatever the dragons intended to do with those eggs couldn't be good and he didn't want Spike to be a part of it.

He arrived just in time to see Spike running away from a pair of enraged phoenixes. He dived, pushing him out of the way and into a bush. They poked their heads out to see the phoenixes turn tail and fly off the other way, burning brighter than the sun.

"Whew, that was close." He beamed up at Dusk. "Thanks for your… wait, you're the one from before. The one who helped me."

Dusk made his puppet smile. "Indeed, I am."

"But why have you been helping me?" he asked. "You called me 'bro'… why did you?"

"Well, you're my fellow dragon, aren't you?" He allowed the smile to broaden. "That's what brothers do, don't they? They look out for each other."

"Yeah…" He stared at him for a long while before nodding. "Well, thanks again. Huh, what have we got here?"

Dusk looked at the wreck of the phoenix nest and saw a yellow and orange shape in the debris of all the twigs. Even though he had never seen one, he knew what it was before Spike picked it up and was about to reach for it when the other three returned, looking very frustrated.

"What happened?" asked Spike.

"They got away!" Garble noticed what he was holding. "Hey! You stole an egg?" Spike remained in unsure silence. "I guess the raid wasn't a total waste after all. Nice going, Spike."

His face brightened, until the next words by another.

"Well, what are you waiting for, Spike? Smash it!"

"Smash the egg?" he asked fearfully.

"Yeah!"

"Yeah, throw it on the ground as hard as you can!"

"Yeah! Smash it! Smash it! Smash it! Smash it! Smash it!"

Spike's face hardened and he raised the egg up high. Dusk felt himself stiffen with fear that he might actually give in to peer pressure and do it. He started to move forward, indecisive as to whether or not he should interfere.

Until he turned and looked at Dusk. Though he was looking into his puppet's eyes, past them and straight at his real ones. He didn't know what he saw in them or if he even did see them, but something flared up in his green ones. And it wasn't what he saw burning in the eyes of his fellows.

"No!" He held it close, some tears trickling away. "It's just a defenceless egg, like I was! And I'm not gonna let you hurt it!"

"What did you say?" snarled Garble.

"I said no."

"No one says no to me," he growled, stepping menacingly towards him.

Now, Dusk knew it was time to act. He stepped in-between the two dragons, Garble looking briefly bewildered, then astounded when he let the disguise fall away.

"I'm sorry, my good sir, but I'm afraid I must cut short whatever you have planned." He glared right at him. "Nopony hurts my little brother."

"Oh yeah? You and what army?" challenged Garble.

"This one!" He turned to see the girls, out of their costume with their hooves raised. "Nopony's gonna lay a claw on him!"

"That's right!" agreed Twilight.

"Fighting's not really my thing, I'm more into fashion, but I'll rip you to pieces if you touch one scale on his cute little head!"

Even Dusk was chilled a little by Rarity's words. However, judging by their loud guffawing, the dragons didn't.

"Ooh, scary, hehe! Spike, are these namby-pamby ponies your friends?" asked Garble mockingly.

"Yes, they are," he said without hesitation. "And they're better friends than you could ever be. Now, if you don't back off, you'll see what us ponies do when confronted by a huge group of jerky dragons."

"Well said. Spike, was it?"

They all looked at the sound of the voice. The same stallion from before jumped down from a tree, landing beside Dusk. Up close, he realised how truly large he was. He turned his attention to the leader of the group.

"I know that as an observer I should stay in the shadows and observe." He glared darkly at Garble. "Phoenixes however are a bit of a sore point for me. As I am sure you'll remember, Garble."

The red dragon's eyes filled with anger, "You were lucky last time."

"Is that what you told yourself?" He shrugged as if discussing the weather. "Well, I am a fair pony, willing to give another chance. If you want to fight, I'll gladly accept." He turned them and added. "This shouldn't take too long."

"Who are you anyway?" demanded Twilight. "What are you doing here?"

"Name's Phoenix Wing and, like I said, I observe. Occasionally, I act and this is one of those times."

"Phoenix Wing…" Twilight's eyes suddenly lit up. "Of course!"

"Hey! Don't get cocky!" Gargle shouted.

Phoenix merely rubbed his hoof against his chest. "I suppose we'll use the time-honoured draconian tradition of one-on-one battle till one party backs off?" The look on the observer's face told everypony he'd planned this.

"I HATE YOU SO MUCH!" the red dragon launched himself towards the stallion, who spread his wings and dodged by making a near-vertical take-off.

Dusk glanced at Rainbow, who was completely enraptured with the red Pegasus, a gleam of rarely seen admiration in her eyes. He couldn't blame her, he had never imagined seeing a fight like this. The Pegasus was flying like nothing Dusk had ever seen. Compared to Rainbow Dash's or even the Wonderbolt's usual speedy style, Phoenix's was far more agile. Dodging the bouts of flame the dragon sent his way. Always staying near the blind spot. They kept circling each other. Then it was over.

With a move that brought Phoenix high above Gargle, he dropped from the sky, hitting the dragon on the way down and both hit the ground with the impact of a rock. The dragon was caught between the Pegasus and the ground.

Phoenix stood on Gargle's throat, "I win. Leave." The voice was cold and emotionless.

As soon as Phoenix removed his hoof, the two other dragons picked Gargle up, glaring with anger and some fear and made their way back to the mountain. Silence reigned for a few moments as they watched the dragons go.

"Well, that takes care of that." The voice of Phoenix was surprisingly chipper and he turned to them. "So... care to explain why three ponies in a fake Diamond Scale costume, one dressed in a magic light show and a young dragon are here in such a dangerous area?"

"We told you before, we were looking out for Spike," Twilight said.

"Really? Because that wasn't obvious from that SUICIDAL ACTION!" Phoenix suddenly shouted, before calming down. "I understand that Spike is obviously important to you but ponies walking on dragon grounds gets most of them killed. Trust me."

From the way he said that, Dusk could tell that he had some experience in that area. Suddenly, his size and his burns became a lot more obvious as to why he had them.

Phoenix sighed. "Now let's get to camp. The longer we stay, the more likely it is those dragons might come back.

The group followed as he lead them away from the dragon's territory, deeper into the forest. Spike was holding the egg as Twilight moved him on his back, Rarity giving him a small nuzzle. A weak smile appearing on the dragon's face.

Rainbow hovered besides Phoenix asking all sorts of questions about his flying style. The stallion was laughing as he explained, both of them happy enough to talk to each other. Dusk couldn't help but suppress a small smirk as he watched.

Dusk looked at Twilight, feeling he needed some kind of answer. "Who is he? What's he doing here?"

"Phoenix Wing. I remember coming across his name while Spike and I were researching. He's one of the very few in his field who actually try to study dragons." She looked at him with some admiration. "He's completely cut himself off from most of the world to focus on researching and studying them."

Something awakened in Dusk's memory. "Wait a minute! He was the one who wrote about the dragon's greed. I thought I recognized his name. You said it was familiar."

"I did, that's because most of the books he has written are Canterlot exclusive, due to the nature and importance of what's in them," she explained. "I'd almost forgotten about them and I'd have had them sent over if it wasn't so late."

Dusk followed her gaze to him. "I suppose we're lucky he showed up when he did. That's obviously not the first time he's had to fight a dragon."

"Yeah…" Twilight seemed to notice her eyes lingered on him a little too long and she blushed. "Sorry, it's just… well…"

"I know, I understand," he said, suppressing his jealousy. "I'm not exactly much to look at."

"Well, I'm looking at you right now, aren't I?" She nuzzled his cheek and glanced at Rainbow. "Besides, I think I know who's diverting more attention to him."

The voice of Phoenix interrupted their conversation.

"Here we are, welcome to Berk. The main camp for the dragon watchers. Founded over a decade ago by Hiccup, May his bones rest forever in the Green Death," he added sombrely.

The camp was small, set up in a clearing in the forest, concealed by a number of bushes and trees. Some observing equipment was set up near the edge of the camp, angled towards the volcanoes in the distance. It contained everything a place like this might need, including tents, some artificial, some natural made, mud huts and central meeting area.

There was nopony else at the camp. Either they were all away on separate observation assignments or they were… well, Dusk could see a few stones marking a row just a little further away from the tents. He didn't need to ask what they were for.

He lead them to a spot behind on of the tents. "Well, I am sure you ponies must be tired after all you've been through. Feel free to rest up, get something to eat and drink, but I think it's best that you get going by morning. This isn't the friendliest of places."

"Hey, wait." Spike held up the egg before Phoenix went inside one of the tents. "What about this? Shouldn't we try and find the parents?"

Phoenix looked at Spike, Rarity next to him. A knowing look appeared in his eye and he nodded.

"You can keep it, if you want."

Spike's eyes widened . "Really?"

"Once a Phoenix nest is abandoned, it stays abandoned. Maybe if I can find the parents, they may take it back. I'll write you a letter if I find them."

"Right." He held the egg closer, Rarity allowing him a leg to lean on. "Thanks, Phoenix."

Phoenix nodded and approached Rarity, speaking to her in a low voice.

"Take care of him. Becoming a parent of a phoenix isn't easy," he advised. "I'll try and send you a couple of books too. For Phoenix care and how to train your dragon." He smiled knowingly and headed into his tent, leaving a red faced mare in his wake.

"Phew, that was a close one." He smiled around at them. "Thanks, you guys."

"Of course," Twilight smiled gently. "What are friends for?

"You're more than friends." His eyes brimmed with tears again while he smiled. "You're my family."

Enjoying the moment, Dusk joined the hug with the others, just glad to have his friend and fellow librarian back. He smirked again when Rarity gave him a long kiss on the forehead, making him blush.

He looked up at Dusk when they parted. "You know, I thought it was you. I mean, when you were disguised. I didn't know how, but I knew."

"Well, no disguise is perfect," he shrugged. "Did you find what you were looking for?"

"Yeah. It was right where I left." He hugged Dusk and bumped his hoof. "Thanks for being there for me, bro."

Dusk just smiled. "That's what bros are for."

* * *

That's another one done! That's a thanks to you, Alex!

Next up, Hurricane Fluttershy!


	38. Hurricane Fluttershy

**Hurricane Fluttershy**

"You found it yet?" Spike's voice echoed from across the room.

"Evidently, I haven't, otherwise we still wouldn't be looking for it," answered Dusk.

"Okay, I was only asking to make sure that you hadn't stumbled across it or anything."

"If I had stumbled across it, I certainly wouldn't have kept it from you."

"But you might have."

"But I haven't. Unless you've found it."

"Of course not. Otherwise, I wouldn't be asking you."

"Exactly my point. I haven't found it, neither have you, so let's stop asking each other pointless questions and keep looking."

Spike raised his claws. "Okay, okay, I'll tell you when I do find it."

"Likewise, I shall do the same." A moment of silence passed. "You do realise I'm just joking with you, right?"

"Yeah, but when I do it, it's funny," countered Spike. "When you do it, it's confusing."

"I don't know, I do find your puzzled expression quite amusing. So does Twilight, for that matter."

"Then both you and she are weird." He went back to rummaging while Dusk smiled, glad that he was back with them.

Dusk had to do a little rummaging around in the dark of the basement with Spike in order to find the film projector Twilight said was kept down here. She said that it was never used very often, so she had never properly categorised where exactly it was down here, among all the other things kept down here. She just told them to look until they found it.

Simple in its concept, yet frustrating in being vague. How many times had Dusk had to deal with that situation in his life?

It wasn't just that they felt like finding it today, though Dusk had been surprised to learn that they had one to begin with. Rainbow Dash was using the library as a meeting place this evening for all the pegasi in Ponyville to make an important presentation. And no, it wasn't about herself, she answered when Spike had asked, in the form of a glare and a punch.

She and Twilight were getting things ready upstairs, while he and Spike were searching down here in the dust and darkness for the projector. Spike had made some crack about mares not wanting to get their hooves dirty and had earned two more glares from both Twilight and Rainbow Dash as a result. Dusk had simply watched from the side-lines, quite torn as to which he might consider to be worse if he were in his place.

Dusk himself didn't mind the task. It was his job as second assistant, friend and coltfriend to do what was asked of him. Even so, the dust was starting to make his nose tickle and he was eager to find the projector and leave.

"Hey, I think I found it!" Spike announced.

Dusk shone his light over. "You think or you have?"

"Don't start that again." He held it up to show that it was what they were looking for. "See, I did find it."

"Well done, you did." He stepped forward. "Do you want me to levitate it upstairs for you?"

"What? So you can take credit for finding it?" He puffed his chest out proudly. "I'm gonna be getting the glory this time."

"If you insist," said Dusk, giving him a small bow out.

"I do." He grunted, trying to lift it. He stopped to rest and tried again. On the third attempt, he managed to lift it up an inch before dropping it. "Yeah, I think I could use a little help."

"I thought you were managing just fine by yourself." He chuckled a little from Spike's look. "Don't worry, I'll help you. It's what I'm here for."

"Great, thanks. Just so long as you say that I found it," he added while Dusk levitated it up.

"Of course." They started to head back upstairs. "There'll be a lot of pegasi gathered tonight if they all show up. I'm wondering if the library will be able to hold all of their numbers."

"It should be fine, this is the biggest venue Rainbow could get on short notice," he shrugged. "I just hope all the noise doesn't scare Peewee."

"As I understand it, phoenixes aren't easily shaken. He'll be fine, especially since you've been looking after him with Rarity," he added with a wink.

"Yeah, I know," he mumbled with a blush. "Those books Phoenix sent us are great help too. The guy really knows his stuff."

"I would think so, seeing how he's eponymously connected with your chosen pet," remarked Dusk. "I'm sure you're both managing just fine with Peewee."

Spike's blush deepened. "You make it sound like we're his parents or something."

"Perhaps I was," he said smiling, arriving back up top. "We found it. Well, Spike did, I just carried it up."

Twilight smiled over from where she was setting up the screen. "Always the modest one. Just set it up over there. Good work, both of you."

"Thanks, Twilight." Spike swelled with a little more pride while they did as she asked. "You know, we should use this thing more often. We could have a movie night or something."

"That's not a bad idea, Spike. That does sound like a nice way to spend an evening," agreed Twilight. "Get some reels of some classics, put the lights down, get some snacks…"

Dusk took it up when he saw the look she gave him. "Curl up together on the sofa, share each other's food, hold hooves while embracing…"

"And partake in a dating tradition I've read up on that involves and I quote, 'making out in the back of a theatre'." She winked over at him. "We haven't done that before and I rather like the idea of trying it out."

"I must say, it does sound quite appealing," he returned, while she fluttered her eyelashes.

Rainbow poked her head out and frowned. "Are they always like this?"

"More than you'd expect, but less than you'd hope," groaned Spike. "Even with my ideas, you always find some way to turn into some kind of date/romance study session and I don't know which is worse."

"Well, we do need to keep up in that particular aspect of study." She giggled a little. "Relax, Spike. If we do have a movie night, Dusk and I will try to keep the sappiness down to a minimum if you're there."

"The keyword being try," added Dusk, earning another giggle from his marefriend.

Spike growled a little and rolled his eyes. "Anyway, we were also talking about Phoenix Wing's books he gave me."

"Oh yes, those have been a fascinating read," she said quickly. "I would have found some other bestiaries concerning magical aviaries, but Phoenix really goes into far more detail than any other books I've read."

"I should think so too," nodded Dusk. "It must take some real courage to follow that line of work. Either that, or he's completely mad."

"Madness and brilliance are often two sides of the same coin," quoted Twilight.

"Plus, he's a pretty cool flyer and you can tell he keeps in shape." A slight red tint came to Rainbow's face following that. "I mean, you know, for an egghead."

That reminded Dusk of something. "Hey Rainbow, didn't Phoenix mention about you two staying in touch?"

Her head shot up, her cheeks red. "Yeah, so what? It's not like that means anything? I mean, I'm allowed to have a pen pal, aren't I? What are you trying to say, huh?"

"Nothing at all," he replied, keeping his voice level. "I'm just saying that it's good you two are making an effort to maintain your friendship. You seemed to get along quite well."

"And what's that supposed to mean?" she demanded, zooming up.

"Um, Rainbow? They're here," Twilight said, pointing out the window to where a number of pegasi were arriving.

Apparently quite happy to have a distraction, Rainbow darted forward and opened the door to greet her fellow flying ponies. Dusk was just left exchanging a knowing smile with Twilight. After what had happened to her concerning him, it was nice to see her having the prospect for another that might make her happy. It was a small chance, but it was there.

Once everypony was sat down, Spike proceeded to show the film, explaining how Cloudsdale's rainwater came from highland reservoirs from different parts of Equestria. The only way to get this water up to the city of clouds was if a group of pegasi created a tornado of eight-hundred wing power to send it up so it could be converted into clouds.

It was all going well, until Spike decided to put his finger in the spoke against Dusk's wishes, causing the film to be unravelled from its spool and the movie to stop.

"Uh… intermission?" he tried when the pegasi all turned to face him.

Regardless, Rainbow took up the speech, telling them that it was Ponyville's reservoir that had been chosen to provide the much needed water. In addition to this, the Wonderbolt Captain Spitfire would be arriving to oversee the transfer and record their top tornado wind speed, which Rainbow intended to bring up to one thousand in order to break the record set by Fillydelphia.

"If each and every pony trains, and trains hard to get their wing power numbers up." She paused when somepony coughed. "That coughing better be from a popcorn kernel, Thunderlane. Nopony's getting sick on my watch. So, are we gonna train hard? "

"Yeah!" chorused the crowd.

"Are we gonna be strong?"

"_Yeah!_"

"Are we gonna be fast?"

"YEAH!"

"Record-smashing fast?"

"Yeah!" roared a particularly buff stallion.

"Who's with me?"

The whole crowd was left cheering in support in the wake of her speech. Dusk noted that she appeared to be glaring at something in the front row. It only appeared to be a minor thing, for she still had full support of the rest of them.

"You think they can pull it off?" Twilight asked, once they all left.

"You know me. Have faith, right?" He yawned noticeably. "Well, I'll see you both tomorrow. Good night."

Spike echoed his action. "Yeah, we better hit the sack too. Later."

"Not so fast, you two." Twilight's magic yanked them both back. "We've got to tidy this place up before we go to bed, now come on."

Dusk looked around at the discarded cushions, scattered kernels and askew bowls left in the wake of the meeting and sank visibly.

"You know," he said to Spike, "as much as I love working here, there are rare times when I think I should seek different employment."

"Is this one of them?" he asked in understanding.

"It's getting close to it, yes." Knowing it was best to get this over with, he moved to assist Twilight. So much for an early night…

* * *

Wearing her coach's cap and whistle for effect in her role, Rainbow watched as the pegasi of Ponyville began to gather together for their first training session in preparation for the transporting of the water and breaking the wind speed record.

Of course, they didn't have to actually try and break the record. The main reason they were all here was to make sure that the water was transported up to Cloudsdale. The record was entirely optional. Even so, there was an opportunity to aim even higher than what they were given and Rainbow was prepared to see that they took that chance, especially with Spitfire coming along to watch.

She could just now start to picture the expression on the captain's face when they broke the record and told her that she was the one who responsible for doing it. This could be another chance for her to secure a spot with the Wonderbolts, as well as make Ponyville famous. Even if they didn't break the record, she was still prepared to do her duty to both Cloudsdale and Equestria. Nothing was gonna stop her from achieving those goals.

Her fellow pegasi started to get to work with various exercises, from trotting to wing lifting and wingups. Just looking around now, motivating and calling to them, she could tell they were all prepared to give this task their all too. Nice to see that she wasn't going to be alone in this and her motivational speech had worked. Of course it had, who wouldn't wanna get behind her?

She found herself wondering what that Phoenix guy would think if he could see this. She then blushed and batted down that thought with a mental stick, forcing herself to concentrate on what was important.

However, she was distracted again when she saw a familiar green form sat under a tree not far off from the track. Making sure the others were still practicing, she flew over and grinned at him.

"Trying to hide from me under a tree, huh?" she asked, noting the pencil and notepad he had with him. "Should have woken up earlier to try and sneak up on me."

"Oh no, my plan has failed." He suddenly vanished and his voice came from behind her. "Surprise attack!"

She jumped a little and laughed. "Okay, you got me. Anyway, what brings you to this neck of the woods?"

"Curious expression that. Woods have no bodies to speak of, so why would they have necks?" He shrugged. "I'm just here to spectate. Dusk told me about what was happening here and I thought it would be worth checking out."

"Just here to watch me work, huh?" she asked, with a wink. "You don't have to try and hide it from me, Ray, I understand."

"How sincere of you," he returned.

Another thought occurred to her. "Shouldn't you be at the farm or are you just bunking off for me?"

"If only it were that simple," he laughed. "Actually, Applejack kindly gave me a few days off on account of my hard work, so now I'm just freeloading around here."

"Right, I getcha." Not able to ignore this any longer, she peered over at his notepad. "What's this for? You're not gonna go all Twilight on me and start drawing up some kind of regime, are you?"

"Don't worry, it's nothing like that." He smiled and held it up. "This is for one of my novels. I haven't really had a whole lot of time to work of them lately and let's just say I've got plenty of information from recent events."

"I bet you have." She found herself a little intrigued from this, remembering that he said he wrote adventure and fantasy stuff. "Mind if I have a little look at what you got so far?"

His smile brightened. "Sure, if you-"

"Hey, Rainbow Dash!" a voice called from the track. "Little help here? Blossomforth is a little more tangled up than we thought!"

"Be right there!" she called, looking back to Ray. "Sorry, I gotta take care of this. Maybe another time?"

"Sounds good to me," he nodded.

Rainbow returned the smile and went to untangle Blossomforth from herself. She glanced back at the unicorn as he started to make notes. She had to admit, he was a pretty cool guy. It was too bad he was more into Fluttershy, but she wasn't going to make the same mistake the last time she had her eyes set on a stallion.

Another thought crossed her mind if Phoenix was single, batted down that thought again and returned her focus to training up her fellow pegasi.

An hour passed in which Rainbow observed her team training, knowing that they were getting stronger and faster with each second that passed. Each time it would be a little closer to breaking the record. Feeling something needed to be said, she blew her whistle to get their attention.

"Keep it up! We're gonna need all the wing power we can get to break that record!" she encouraged.

"Yeah!" roared the muscled Snowflake.

"Good work, everypony! Everypony except Fluttershy," she added to herself quietly.

A whole hour now and the butter yellow Pegasus still hadn't shown up for practice. She remembered how nervous she was about attending the meeting and how she'd tried to avoid that and now this. What was up with her?

She didn't really want to leave the session, so she looked and saw Ray still sat under the tree. Perfect.

"Hey, Ray!" she called. "Can you go check up on Fluttershy and bring her back, if you can?"

"No problem!" he called back, placing his stuff inside a saddlebag and heading off.

She would have gone herself, but hopefully Ray would be up to it. If anypony could get Fluttershy to come along, it was him. She silently wished him luck while he headed off and was distracted by coughing.

She returned to her element and rounded on the culprit. "That better not be you, Thunderlane or you're in for a lot more trotting!"

* * *

In the bathroom of her house, Fluttershy looked herself over in the mirror, using a brush and paint to put on the effect she wanted. She had been sleeping with a hot water bottle, so she should be convincingly hot and the makeup she'd put on made her look pale and sickly. In her opinion, she'd done enough to make this work.

She didn't like letting down her friends, but Rainbow had all of those other, much better pegasi to work with for this. She didn't need her, what could she contribute? Besides, she couldn't do this even if she wanted to. Not that she didn't. All of those ponies, watching her, like she was performing in front of them all.

It made her quiver just thinking about it. Then again, that might help to make her appear more sick.

She squealed slightly when she heard a knocking at her door, followed by Ray's voice.

"Fluttershy? You in there? Rainbow just sent me to check on you and why you haven't come to tornado duty!"

Blushing a little at thought of facing the stallion wearing her robes, she went to the door, took a second to prepare herself and opened it, doing her best to look as sick as possible.

She put on a hopefully convincing sneeze. "Oh… hey, Ray."

"Whoa, what happened to you?" he asked.

"Oh, I… I think I have… the pony pox," she said, with a cough. "I'm sorry, I really, really wanted to come to training day today but this pony pox has really knocked me for a loop." She added an extra sneeze for good measure.

Ray stared at her for a good few seconds, before smiling slightly. "Nice try, Flutters, but I'm gonna have to say you're not sick at all."

"What?! I mean, um… why would you say that?" she asked, caught off guard by that.

"Three reasons. First of all, that's the fakest sneezing I've ever heard. Second, you were perfectly fine yesterday. Third, you're clearly wearing makeup," he finished, wiping some off for emphasis. "Also, bonus points, pony pox spots are red, not brown."

"Oh… right…" Feeling utterly humiliated at being found out by him, she backed up into her house, getting another idea. "I'll just get out of these robes and-" She affected a fall to the floor. "Oh, my wing, oh, ow, it's hurt, I guess I can't fly after all-"

"Boo!" Ray teleporting right next to her and shouting made her shoot into the air, hovering before she knew it. "Wow, curing pony pox and a broken wing. Maybe I should be a doctor."

Fluttershy just lapsed into embarrassed silence. Ray's expression softened and he beckoned her down.

"Talk to me, Flutters. What's really wrong here?" he asked sympathetically.

"Oh… well… you see, um…" All of a sudden, it just tumbled out. "I just can't do it! I can't fly!"

"What do you mean? You look like you can fly just fine to me," he noted.

"That's just for normal times, for getting around," she explained. "This whole tornado thing, it's more like a performance, and you know how I hate performing in front of others. Did I ever tell you about when Rainbow and I were at flight camp?"

He thought for a moment. "I think she mentioned it one time, but not in any detail."

"If she had, then you'd know. I couldn't gallop hard, or fly fast, not with everypony looking at me!" she squealed.

"It can't have been that bad," he tried optimistically.

"You're right, Ray, it wasn't bad. It was _horrible_!" The memories flooded back, being shoved off a high jump and trying to fly, but failing. "The other foals used to tease me, a lot!"

That horrid chanting echoed in her head like a mantra.

_Fluttershy, Fluttershy, Fluttershy can hardly fly!_

She shook her head to clear it. "I just can't risk that sort of humiliation again..."

"I see… well, maybe you could…" He trailed off whatever he was going to say and nodded. "Actually, in the end, it's your decision. I'll go and tell Rainbow about this. I'm sure she'll understand."

Even though his voice was understanding, she could hear the tones of disappointment in it while he started to head back outside. Suddenly, Fluttershy forgot about her fears after hearing that. Ray had been sent to find her and bring her back, expecting her to at least try. Now, she was sending him away, empty-hooved, back to an equally disappointed Rainbow Dash.

He'd gone out of his way to come here and find her, with Rainbow epxpecting her help. Even though she could still hear the echoes of that chanting in her head, the feeling of letting down two of her closest friends was even greater.

"Ray, wait." The words were a little harder to get out than she thought. "I'll do it."

"Really? You will?" She nodded and he beamed. "That's good to hear, Flutters. You'll be great, I know it."

"I hope so…"

He glanced at the clock. "Actually, since practice is almost over for the day, you might as well stay here and get some rest. I'll tell Rainbow you'll be there tomorrow. See you then."

"Right… see you then," she repeated, watching him go and leaving her to wonder if she'd made the right choice.

* * *

Twilight set down the anemometer while Dusk sat nearby with a quill and notepad, taking in the fresh air. This would certainly be a nice change from working indoors and it was a beautiful day out, with a beautiful mare to match. He winked over at Twilight, who blushed and smiled, returning it.

"We all set up here, Dusk?" Twilight asked, while he looked over the device.

He hesitated a moment. "I have absolutely no idea if this is actually working, but I'm going to say it is."

"That fills me with confidence," she giggled. "Just turn the fan and see if the pointer goes up."

"Right." He did so and nodded. "Yes, it's working. It's true, you do learn something new."

"Congratulations, you know how to spin a fan. Will wonders never cease?" They both laughed it off. "Thanks for coming along to help out today."

"No problem. With Spike away with Rarity 'studying', it's obvious I need to do my part," he said brightly. "I just think of it as a date. A very professional, scientific date."

"I suppose that does make things easier," she agreed, as a Pegasus called Cloudchaser approached.

"What exactly does this machine do?" she asked when she reached her.

"This is an anemometer. It measures your accelerative velocity and translates it into wing power, thus gauging your cumulative H2O anti-gravitational potential," she explained. "Any other questions?"

"Yeah." Her friend Flitter turned to Dusk. "What exactly does this machine do?"

"As best I understand it, it tells you the speed of your flight and the strength of your wings," he told her.

The rest all nodded in understanding, while Twilight frowned from his apparent devaluing of her explanation. He gave her a sheepish smile, just when somepony in the crowd coughed.

"Is that you again, Thunderlane? Please, we need to have a germ-free environment," she reiterated, spraying a detergent can near him.

"It wasn't me, it was Blossomforth," he protested.

"Don't worry, Twilight. Thunderlane's just cooking up an excuse to spend tornado day in bed," assured Rainbow. "Why don't you get over here and be our first test flyer, Thunderlane?"

He saw him glare at a mare he assumed was Blossomforth before he went to take his place on the starting line. Almost the instant he left, he heard her cough. He caught her eye and the look he gave her made her blush and look away. He returned his attention to the track, before Twilight accused him of staring at other mares.

Dusk took off his glasses and replaced them with the Wonderbolts flying goggles Rainbow had given him once. Even if it was during her fairy possession, they were still good quality and he didn't want to discard them.

Twilight raised an eyebrow. "Why are you wearing those?"

He shrugged. "I'm just getting in the spirit of things."

"But you're not even flying."

"It doesn't mean I can't show my support in my own way."

"Can you see okay out of them?"

"I'm fine, Twilight." He looked over at her. "You're looking very orange today."

"How kind of you to notice." She gave an exasperated sort of laugh and nodded to Thunderlane.

Dusks stood ready to record his wing power. His wings buzzed and he sped off from the starting line, spinning the anemometer as he flew by.

"We have 9.3 wing power," reported Twilight, while the others all commemorated him.

Rainbow looked over his shoulder at the result. "Not bad...not bad."

Cracking the joints in her rear legs, front legs and wings to loosen them up, Rainbow took her turn. Dusk could see what was coming and was very glad he held onto his hat when she sped by. Even the watching crowd had to brace against the wind she produced.

"16.5 wing power!" read out Twilight, her mane slightly askew from the strength of the wind.

The spectators cheered louder than ever for this display, until Rainbow quietened them for another speech.

"Now listen up! If each of you can get your numbers up to at least 10.0 wing power by the end of the week, we'll no doubt set a new tornado speed record. We'll be number one!"

They all cheered, flying up in excitement. All except for one certain little sister of his, who remained on the ground, smiling tentatively and her wings fluttering unsurely.

The rest of the pegasi all flew by, taking their turns. The numbers were looking good already, most of them scoring between eight or nine wing power. All very impressive, though Dusk had to question how exactly Snowflake managed to lift himself off the ground, let alone achieve the 9.9 that he ended up scoring.

Eventually, they were narrowed down to only one more.

"Impressive," noted Rainbow, looking at the results. "Fluttershy, your turn."

She blew her whistle while Fluttershy took her place, her legs shaking noticeably and everypony else gathering to watch. She took a deep breath and took off, evident strain on her face. She picked up some good speed, and looked pleased with herself but faltered towards the end, around the time some others started laughing.

She grimaced and reduced her speed, resulting in a very gentle breeze. Twilight and Rainbow looked at the reading and exchanged nervous looks, urging the other to tell the expectant Pegasus what she achieved. Dusk didn't like where this was going and stood next to Ray, who had made his way over to them.

Eventually, Rainbow turned to her. "Um... great job, Fluttershy! You measured, uh, uh, .5."

At first, she looked pleased… then, she actually started to let that sink in. Out of all of the group, she had done the worst. Her eyes narrowed in terror, her legs shook violently and she shied away from voices Dusk couldn't hear. In the end, she did the only thing he knew she would do.

She ran, quietly sobbing, her face hidden behind her flowing mane.

"Fluttershy, wait!" Rainbow and Ray both took off after her. "So some punks poked a little fun at you and you got stage fright, big deal. You aren't gonna go quit just because of that, are you?"

"Yes!" Dusk could feel the pity like a punch to his gut from how she sounded.

"But you can better, you just need to train more," tried Ray.

"No, no I won't!" she sobbed, tears streaming down her face.

"But I need you!" urged Rainbow.

"I'm sorry, Rainbow Dash, I just don't have the courage right now..." Before they could say anything else, she galloped off back home.

"Let her go, Ray," said Dusk, when it looked like he would follow. "I know it's hard, but I think she needs some time to herself right now.

He struggled for a bit, but sagged in concession. "Fine… if you say so…"

Rather reluctantly, he returned to the course. Rainbow ended up kicking the dirt in frustration, but also headed back, regret showing clearly on her face.

Though the training went on that day without further incident, Dusk could tell that Rainbow had lost much of her previous vigour. She still called out support for the other pegasi and motivation for them to try harder, but he could still see the troubled expression on her face. Now and again, he'd see her looking for something, then her face would screw up in disappointment and she'd shout at somepony for no reason.

Likewise, whereas Ray had been rather excited and supportive before, he became uncharacteristically quiet and reserved. If Dusk tried to talk to him, he would respond with single word answers and little else, occasionally glancing in the direction Fluttershy had fled to. He knew he wanted to help her and it was eating up at him inside. He wanted to help her too, but he there wasn't much they could do. At least, right now.

That was why later in the evening, when Rainbow and Ray had just drifted off home, Dusk made his way to Fluttershy's cottage. It was out of his own volition as being like her brother and at Twilight's request that he was doing so, but he knew it would be good to offer her some encouragement and support to try and lift her spirits, hopefully returning with good news.

He became worried when he knocked on her door and she didn't answer. Was she so distraught she wasn't accepting visitors? Then he heard grunts of exertion coming from around the back. Curious, he wandered around and came across an unexpected sight. Practically sweating in buckets and motivated by her animals, Fluttershy was performing wing-ups with exhausted, yet resolute vigour.

He watched from the shadows, hardly daring to believe it. Instead of letting her depression get the better of her, she was actively trying to improve herself, training harder than possibly all of the other pegasi he'd seen practicing today. Even just watching her, he could feel pride starting to well up inside. Those assertive lessons had really paid off.

Deciding to leave her to it, he smiled and slipped away, knowing he'd definitely have some good news for tomorrow.

The following day was back at the training course, observing how all of the others had improved since yesterday, most if not all of the flyers here getting their wing power up to ten. Even from the following day, Rainbow was still excited at the prospect.

"This is crazy awesome! We're gonna smash that record!"

Twilight had to agree. Though she wasn't flying, she could still appreciate all of the hard work the pegasi were putting in to achieve their goal. Plus, it was rather fun to watch them, especially when it was with Dusk.

Ray, on the other hoof, was still rather forlorn, sat under the same tree he had been before. Were it his own choice, he probably wouldn't even be here. But Dusk had told him to come along and when asked why had given the same response he had to Twilight: you'll see.

Did that mean he had spoken to Fluttershy and she was now feeling better? Was she going to come back or was she just not upset anymore? Her thoughts were interrupted by a ssurriel, who chittered excitedly near her hoof?

"I don't suppose there's any point in asking what he's saying," noted Dusk.

"Do I look like I speak squirrel?" she returned.

"I don't either, but I'd say his meaning is very clear." With a triumphant smile, Dusk pointed towards something in the glare of the sun.

Flying with a confidence that made her seem like a whole different pony and surrounded by her animals, Fluttershy floated on the scene. She barely even glanced at them, her eyes fixed on the starting line. The only one her gaze lingered on was Ray, who was staring quite openly before he remembered himself and cleared his throat with a heavy blush.

She took her place there, fluttered her wings and sped along the track, whizzing by the anemometer at a much greater speed than yesterday. She looked so confident, so assured as she did… until her wing power was read out to her.

"2.3. 2.3?!" Like an ice cube in a fire, her confidence melted away. "That has to be some kind of mistake! I worked so hard!"

"We know and it really shows," encouraged Ray. "That was much better than yesterday."

"You did awesome, Fluttershy," added Ray.

"No I didn't. I thought I'd gotten over my nerves, but they still got the best of me!" Tears started to brim in her eyes again. "There's no way I'll fly with 10.0 wing power by tomorrow!"

"So you won't fly with 10.0 wing power. Every bit counts!" she insisted.

Fluttershy glared cynically. "How would you feel if everypony else was flying with 10.0 wing power and you were flying with 2.5?"

"Fluttershy, it wouldn't matter if you were flying with 0.25 wing power, you'd still be making a difference," insisted Ray. "I know that, no matter what you might think of how big or small it is, you can have a bigger impact than even you can envision."

That didn't seem to be as effective as he'd hoped. "And how would you know that?"

"Well… um… I…" He lost his nerve suddenly, rubbing the back of his head. "You know… um… I… well, I…"

"Exactly," she said, like that proved her point. "I'm sorry Ray, Rainbow Dash, but I just can't do it."

Ray started to move after her, but he retracted his hoof and watched her go. Anger flashed across his face, but Dusk somehow knew that it was more directed at himself than at her and he left without a word, shame replacing his anger.

"So much for that then," said Twilight to Dusk, while the rest started to trail off. "What happens now?"

Dusk sighed and tried to speak optimistically. "Now, we look to tomorrow and hope."

She nodded absently. "Do you think there's anything we can do?"

"As much as I hate saying this, I don't think so," he replied sombrely. "When I said about waiting, I wasn't talking so much about the tornado."

His words still echoed in Twilight's head when tomorrow did come. Ponyville's pegasi all gathered at the reservoir in the evening, a line that stretched all the way back to town while they waited to do their duty. Dusk was going along making a register of everypony gathered, while Spitfire arrived from Cloudsdale. She could Rainbow restrain herself in the presence of the captain and keep her professionalism.

Twilight made sure the anemometer was working. It wasn't just a bigger version. She had just cast an enlargement spell on her current one in order to use for the final result. Her calculations told her that they'd have enough pegasi to reach eight hundred wing power and break the record, but it was still good to have raw data here. Luckily, the spell hadn't effected the internal mechanism in any way, so they were good to go.

It was all looking good, even Ray had turned up to watch the final event, until Dusk reported to Rainbow that Thunderlane and about eight other flyers hadn't arrived because they were all in bed with feather flu. Just to make sure, Twilight ran some calculations and gasped when she saw the results.

"Don't tell me we won't be able to break the windspeed record?" Rainbow asked fearfully.

"No... you might not have enough wing power to create a tornado powerful enough to lift the water to Cloudsdale!" she told her, breaking her temporary relief.

"Can we still make the attempt then?" asked Dusk.

Rainbow looked around at the worried pegasi and Spitfire, who was now checking her watch with a degree of impatience. Her expression hardened and she pulled down her goggles.

"Yeah, of course we do," she answered confidently. "Forget the record. Cloudsdale still needs water! Okay, everypony! Let's give it all we've got! On Dusk's signal, we take off!"

Twilight hurried to it, made one final check and nodded to Dusk. He did so in kind and made a green colour shape in the air, reading 'fly'! As one, the pegasi took off, circling above the reservoir and creating a tornado in seconds.

She kept an eye on the readings as they climbed higher, Dusk holding firmly onto his hat and squinting through his goggles. It climbed steadily higher, the winds picking up and gaining strength. The water began to rise in little droplets at around five hundred, prompting her and Dusk to brace themselves against the anemometer so they wouldn't fly away, Ray constantly teleporting whenever he lost his hoofing.

It was around seven-hundred and fifty wing power that they received some unexpected company.

"Twilight! Dusk, Ray!"

"Fluttershy! What are you doing here?!" she yelled to the struggling Pegasus.

"I figured... if I couldn't help Rainbow Dash with the tornado... the least I could do was offer moral support!" she called back, Ray teleporting and helping her over. "Thank you!"

"She could sure use it, considering eight Pegasi are sick with the feather flu!" she told her.

"Oh no! That's terrible news!" she gasped, bracing against the wind with them.

Even though she was focusing on the meter, Twilight could see that Ray's mood had visibly improved with her presence, remaining close in case she was blown away. That was one area she was making a difference then.

She looked to see the water started to rise in one, big globule. She thought they might make it… but something happened. She didn't know what, but the tornado began to career out of control, flyers being thrown out of it one by one. Eventually, it lost cohesion and dissipated, the water landing back in the reservoir with a loud splash.

Rainbow crash-landed right next to them, smacking right into a tree. They ran over to check on her, Dusk helping to pull her out.

"Oh, you were so close to the eight hundred wing power minimum!" she informed her sadly. "I'm sorry, Rainbow Dash."

However, she was far from perturbed. "We've got to try again!"

"But you've pushed your crew to their limit already!" She caught her by the tail with her magic. "If you break apart again, somepony could get hurt! You should quit, it's not safe!"

But she just swiped her hoof away. "No! One more time! I've gotta know we gave it our all! If I'm going down, I'm going down flying! C'mon, ponies, let's make this happen!"

She really was an inspiration, for all her fellow pegasi were willing to try again. So again, on Dusk's signal, they took off once more and the meter started to rise. Even above the roaring wind, she could hear Rainbow desperately encouraging her team, pushing them to give it everything they had.

She called out whenever the meter rose up to a hundred. She didn't know if they could hear her, but she figured it would help to motivate them. They needed all they could get. Dusk remained close, standing protectively by her side in case the wind carried her away. She took strength from his presence and channelled into holding on harder.

She could see Ray do the same for Fluttershy, the wind whipping up their manes, but always making sure that she was safe before checking he was. She checked the machine, the tension rising to unbearable levels when she saw it.

"Seven ninety five! We are so close!" cried Twilight over the din.

"Fluttershy! They need you!" Ray yelled.

"I won't make a difference!" she insisted.

"Yes, you will! They just need a little more and they'll be able to pull it off!"

"Have faith, little sister!" added Dusk, gripping as hard as he could. "Just try! It's holding at seven ninety five and they can't give anymore!"

"We know you can do it! I know you can do it!" encouraged Ray.

"How do you know? How do you know I can make a difference at all?"

Dusk could feel the immense weight from Ray's next words. "Because I know one thing I know wouldn't be the same without you! My life, Fluttershy! I can't imagine it without you anymore!"

"I… I'm really that important to you?"

"More than you know." He looked her straight in the eye when he said this and even Twilight could feel the conviction in his words. Ray was often direct when it came to this.

Maybe, she thought wildly, he had meant to say this yesterday too.

She noticed that there was a change in Fluttershy. She'd felt it too. All she needed was one last push. As a final gesture, Dusk removed his goggles and gave them to her. She looked at them, her gaze lingering on Ray longer than anything else. Finally, she took them, nodded and with a look of determination he rarely saw from her, she shot off towards the tornado.

At first, there was no change, remaining at seven ninety five. Then, slowly but sure, it rose to seven ninety eight. She was doing it and she was surpassing her best wing power number! She made sure to tell the other two that and kept an eye on the meter. Just a little further, Fluttershy, she urged mentally. Come on, we're so close!

She heard it. Though it was tinny compared to the tornado, the anemometer reported that they'd reached the minimum of eight hundred wing power. Elation mounting, she watched the tornado grow even larger, could see the water rising higher. At last, it reached the top, the momentum carrying it in a stream all the way to Cloudsdale.

She heard Ray whooping, could see Spitfire staring in disbelief and even Twilight was overcome by this success.

"She did it! She did it! They all did it!" She would have gone on, but she'd already grabbed Dusk and kissed him, swept up in the moment.

She let go long enough to allow him to signal them to stop once all the water had been drained and pulled him in for another kiss. By the time they broke apart, all the pegasi were cheering and applauding at their achievement, but there was one still zooming around, apparently unaware that it was over.

Rainbow flew up and stopped Fluttershy by moving a cloud into her path.

She blinked like she had been snapped out of a trance. "Whuh, what? Did we do it?"

"Yeah, we did it! You did it!" she exclaimed, hugging her and sharing a high wing.

She lead her back to the ground, where everypony started to congratulate her, saying they couldn't have done it without her. However, she had eyes for only one pony, who hurried towards her, looking breathless.

"Wow… you did it," expressed Ray, grinning away.

"Yeah, I did…" Silence passed. "Do you… think I made a difference?"

He chuckled. "I don't know, do you?"

She beamed and caught him in a hug. "Thank you, Ray. Thank you so much."

"Heh… no problem, you know, I was just…" Whatever he was going to say descended into gibberish when she added a kiss to his cheek.

"Nice job, Rainbow Dash," commented Spitfite, walking over. "You may not have set a new record, but you showed a lot of guts."

"Thanks, but if you wanna talk guts, then you've gotta give it to my number one flyer, Fluttershy! Let's hear it for Fluttershy!" she cried.

At first, Fluttershy shied away from all the attention, but when it dawned that they were cheering for her, she just let it come, looking happier than she'd ever been over the past few days. As Dusk made colour swirls dance around her and she blushed from Ray's warm smile, Twilight knew this was going to make an interesting letter to the princess.

However, above all the cheering and celebrating, Ray still had one question.

"If we just transferred all of the water in the reservoir to Cloudsdale... then... where's Ponyville gonna get its water from?"

* * *

Let's not answer that one, shall we? Not long to go now, with Ponyville Confidential up next!


	39. Ponyville Confidential

**Ponyville Confidential**

Dreadwing was on alert. As a member of Princess Luna's guard, he usually was. All guards took their duty seriously, but he always liked to think that he really went out of his way to ensure the safety of his royal entourage. While he served both princesses, his true loyalty was to the Night Princess and he would ensure that no harm would come to her, especially from this intruder they were told to be on the lookout for.

That was what he and his partner Knock-Out were on alert for, stationed outside of Luna's royal chambers. All of the Shadow Guard were patrolling Canterlot right this minute, with orders to capture the intruder if they spotted him and bring him straight to the princess. With so many guards combing the city, he wouldn't escape them long. Even if he did somehow manage to make it past the others, Dreadwing knew he wasn't going to get by them.

"So, what do we know about this guy?" asked Knock-Out, his pristine armour glinting in the light. "Why does he want to get to the princess?"

Dreadwing bristled from some annoyance. "The princess has enemies, Knock-Out. We're here to protect her from them. That's all we need to know."

"I knew that, obviously," he snapped. "It's just that we've barely been told anything, other than a little bit about what he looks like and to prevent his progress here. Doesn't that bother you at all? How are we supposed to protect the princess if we barely know what we're looking for?"

He bristled again. Did he ever stop talking? "I trust her highness's judgement, as should you."

He frowned at him. "Hmph, I knew you'd say something like that. You rarely do question the word of Luna, do you?"

"I focus on my duty. Something you should do, other than polishing your armour every second of the day."

"Hey! At least I can take pride in how I look," he retorted. "If I'm going to face up against a threat, it shall be looking my absolute fiercest!"

"Yes, nothing says fierce like an extra coat of turtle wax," Dreadwing countered.

"Hmph," he said again, but moved the subject away. "Do you know who I think the intruder is?"

"Please, enlighten me."

"You remember the reports about somepony who apparently broke into the Star Swirl wing, taking out guards without so much as raising a hoof?" he whispered. "That's who my money's on and I'll be looking forward to meeting him face to face."

"I'm sure you can't."

"I hear that he has the power to get inside your head and to disguise himself perfectly as one of us," he went on. "In fact, I could be him right now and you wouldn't have even noticed."

"Does that give me an excuse to knock you out then?" he asked curtly.

"Hey, hey, no need for that, I was only suggesting," he placated hastily. "I'm only saying from what I heard."

"Then how about you stop listening to rumours and let your eyes see the evidence for yourself?"

"I suppose you're right. He could never hope to compete with me and my finish, that's for certain," Knock-Out preened smugly and frowned. "Something wrong, Dreadwing?"

The vigilant guard had already stopped listening to his fellow's prattle and had focused his shadow-piercing eyes down the hallway. He had stopped listening the moment he saw a flash of movement, just for a moment.

"Dreadwing, what are you looking at?" asked Knock-Out irritably. "I thought you were telling me to stay focused, now here you are-"

"Shut up and check down that corridor," he ordered sharply. "I saw something there and I want to know what."

"You did?" Knock-Out glanced nervously. "Perhaps… it was one of ours?"

"If so, then why did he or she not announce themselves?" He nodded sharply. "Like I said, go and investigate."

He was still defiant. "Why don't you go?"

"Because I ordered you to. Now, go!"

He lingered a moment longer and moved off. "Better hope this doesn't ruin my armour."

He marched off into the dark hallway, until even Dreadwing lost sight of him and, thankfully, could no longer hear his petty complaints.

He squinted through the dark, hearing the steady clatter of Knock-Out's armour and his vague muttering. All of a sudden, he heard a louder crash and silence. The sound a pony in full amour would make if they were knocked out and dropped to the floor.

"Who goes there?" he called out. "Show yourself and surrender!"

Again, for a moment there was nothing. He stood tensed, ready to act at a moment's notice. Good thing he did, for a second later, something burst out of the shadows, barked past him and galloped down the corridor. Recovering quickly, he started to give chase after the shape, that appeared to have some strange sparkling quality to it.

He wouldn't get away, not from a member of the Shadow Guard!

But wait… why would he run straight down here when Luna's chambers were right here? He whipped around, saw a figure opening the door that certainly wasn't a guard and charged, tackling him before he could even set one hoof inside.

"Don't struggle," he growled to him. "Believe me, it'll be a lot worse if you do."

"It seems… rather bad right now," the intruder replied. "You responded quickly… well done, sir."

Wait… that voice sounded familiar. Now that he looked, his form was definitely known to him. He had seen him many times in the presence of Luna, to say the least.

"Hold on," he began, "are you not-?"

"Lieutenant!" He snapped his head up to see Luna bearing down upon him. "What in the name of sanity do you think you're doing?!"

"Your Highness," he said, bowing his head as much as he could, "I was only trying to-"

"To what?" she snapped. "To cause serious injury to my student? Because if that is the case, then you are certainly performing in an exemplary fashion in that area."

Those words struck him like an electric shock, jolting him up off the pony he now recognised as Dusk Noir, Princess Luna's student.

"My apologies, sir!" he said quickly. "I should have checked who it was before proceeding to attack, sir!"

"Don't feel bad about it, lieutenant," he assured. "You reacted as I would have expected you to against something suspicious. Good work, though as you said, check next time."

"Thank you, sir, duly noted, sir and once again, my apologies, sir!"

"Accepted and you don't have to keep calling me sir," he added. "Call me Dusk. I'm not your commanding officer."

"Yes si… I mean, Dusk," he corrected. "Thank you again."

"No trouble. May I, Luna?" he added to the princess.

"But of course, step inside." The benevolent smile she gave him returned to a frown when she looked back at Dreadwing. "You are lucky my student is so forgiving. See you do not make the same mistake twice."

"Yes, Your Highness," he bowed. "Permission to go and check on Knock-Out and return to my duties"

"Granted. By the way, lieutenant," she added, glancing over her shoulder, "tell the others they may stand down. The intruder has been captured now."

"Yes, Your Highness. Wait, he has? But, what does that-?"

"That will be all, thank you." Without another word, she shut the door with a snap.

Dreadwing stood there for a moment, blinked once and then sighed. Though he was loyal to Luna with every fibre in his being, even he could see the obvious traits she shared with her elder sister. All too well…

* * *

"He's gone now, Luna," Dusk said, once she'd closed the door. "You can stop holding it in now."

"Why, Dusk I… I know not what you are referring to," she said in an attempt at a serious voice.

"If you say so," he shrugged. "I just thought you would have found it funny when you made one of your guards look like a bit of a fool there."

"Why… why would I find that… amusing?" she asked, her voice stuttering from giggles.

"I think I would have, just a little bit though," he went on. "Just when he thought he had accomplished his task, you emerged from your room and made him think twice."

"I… I suppose…

"I mean, I saw the look on his face there and I had to restrain myself a little bit to keep a straight face. I can only imagine how it must be for-"

He was cut off when, as he predicted, Luna burst out in a fit of laughter, almost doubled over from how much mirth she expressed. He had to wait about five minutes and even joined in a little bit himself until she finally calmed down.

"Oh… oh dear," she giggled, wiping away a few tears of laughter. "As much as I appear to disapprove of my sister's occasional pranks, I can certainly see the appeal of them."

"Clearly."

"Yes. Not that I would often stoop to such levels," she added, trying to regain her composure. "Not all of the time, but now and again…"

"Of course," he nodded. "Are you finished now?"

"A moment…" She let out a few more laughs, took a deep breath and straightened up. "I am contented."

"Are you sure?"

"Yes… wait, no… now I am, yes." She took one more breath and turned to him. "Onto business then. An excellent display of stealth for the most part. I shall be questioning each of the guards to see how your overall performance was, but you seemed to do well until the last part there."

"I noticed, yes," he nodded. "I meant to distract one and render the other unconscious. I was just unlucky, I suppose."

"Only in that you didn't know your opponents as well as you could have," she said wisely. "I would have knocked out Dreadwing due to his greater loyalty, then distract Knock-Out, for he would have been easier to do so. It does well for you to know your enemies as well as you know your friends."

"I understand, Luna," he replied. "On the subject of enemies, how's the search for Tube and Edge coming along?"

"I regret to say a lot more difficult than we anticipated," she answered. "They are moving with admirable forethought, never staying in one location for very long and leaving relatively few witnesses."

"What about the raids on their homes and workplaces?"

"Those haven't amounted to much either, apart from finding more evidence that only confirms what we already know about them," she said. "Captain Shining is performing one on Tube's home in a few days, but my hopes remain low that they'll find anything."

He felt an amount of disappointment. "I see. I'm sorry to hear that."

"As am I." She shook her head. "It seems like every time we pick up their trail, it almost immediately goes cold again."

"Do we at least know where they might be going?"

"Nothing for definite, but they seem to be moving towards Equestria's border with the land the Changelings call home," she said, with a slight grim note. "If they do pass in there, we would have to call off the search. Our relations with the Changelings are flimsy at best and it wouldn't do well to allow law enforcers to enter their land without permission."

Dusk nodded in understanding. "Let's hope they don't get that far then."

"Indeed, though it does work a little in our favour," she added. "If they do cross their border, they might not take kindly to ponies intruding on their land and do the work for us. There's something else too…"

"What about?"

"Occasionally, when we receive witness reports, there appears to be a third figure with them," she explained. "Often described as rather tall and wearing a hooded cloak, but these are so infrequent they're almost negligible. Would you happen to know anything, Dusk?"

"I don't really know," he replied, remembering that image he saw in the fire. "They might have just picked up some additional help. A mercenary or bodyguard, something along those lines."

"That is a reasonable explanation, I suppose." She looked thoughtful for a few moments before lightening up. "Still, you shouldn't concern yourself so much. You've done your part and I shall see to it that we shall do ours. You have nothing to fear, Dusk."

"I'm assured of that much, thank you, Luna," he bowed. "You still surprise me sometimes with the lengths you'll go to, rather like the girls."

"Well, what are friends for? Especially if they are of royalty," she said proudly. "Now, I shall have one of my carriages return you home. As I understand, you have a celebration to attend to."

He returned the smile and allowed her to lead him to one of her carriages and wave him off, feeling a little better. Though he still had some minor worries concerning this subject, Dusk knew also there wasn't any point in doing so. It was out of his hooves and he would have to trust in the royal forces to capture their quarry.

Besides, at the minute he had a more pressing concern, by making sure that he made it to this party on time. The streets of Ponyville were mostly empty when he arrived back, with a few houses darkened apart from a few exceptions, giving some additional light to the streets, but not a lot. Most would have found the darkness eerie, but with Dusk, considering how long he'd spent around shadows and that he was in his home, he didn't feel threatened at all.

Remembering the directions, he soon reached the house in question. It was rather easy to remember, as it was on the road that went down to the farm. Quite appropriate for him, really. On the outside, it looked like many of the other houses, though his was a lot closer to the centre of town than Dusk's. Probably wouldn't be the only difference.

He knocked on the door and was greeted seconds later by a very excited Pinkie Pie.

"Dusk, you're just in time!" she exclaimed, pulling him inside. "You can help me look for Ray. Rainbow Dash needs him to do a challenge with her he said he'd do tonight!"

"So, I haven't missed much then?" he asked with a laugh. "Where is the stallion of the hour, anyway?"

"I dunno, that's why I'm looking around for him," she said brightly. "See, the others are all waiting in the kitchen for him to show up because he wondered off while we were playing pin-the-tail-on-the-pony and I thought I'd be able to find him super-fast, but now you're here and we can find him even faster with your psychic powers!"

"I'm sure that it won't be too difficult," he said, walking into the living room, "especially considering he's just there on the couch."

"He is?" She looked to see that he was right. "Hm, whaddya know? Guess your powers make you more observant than me. Anyway, see you both in the kitchen. We saved you some cake!"

Before he had the chance to say anything else, she darted off back in the direction of the kitchen. Dusk could now hear the sounds of excited, happy voices echoing from that direction and looked closer at Ray now. He didn't appear to have noticed his presence and was sitting on the couch, apparently deep in thought. What was he doing here, away from the others?

He was somewhat the focus here, as this was his housewarming party that Pinkie threw for him. Looking around, he could see that it was decorated to a greater extent than his own. The walls were covered with flagstone-designed wallpaper, plenty of furniture and a few odd decorations. Two noteworthy examples were a regal-dragon-head bust placed atop the stand next to the couch, and an intricately-designed sword placed on display on the wall.

These must be items that he collected on his travels. At least he gave it his own unique taste. Putting that aside for now, he sat down next to his friend, who still didn't seem to notice him.

"You know, as I understand it, the real party's in the kitchen, waiting for the guest of honour," he remarked.

"Huh?" He snapped his head up and grinned. "Oh, hey buddy. When did you get here?"

"Just a few seconds ago," he said. "Luna let me go so I could come."

"Taskmaster being kind tonight, eh?" He chuckled a little. "Don't worry, just kidding. Well, you showed up just in time to one of the best parties this side of Ponyville!"

Dusk glanced around the empty room. "Yes, I was about to ask them to keep it down. I can't hear myself think."

"Is that sarcasm I detect? Who are you and what have you done with Dusk?" Dusk smiled as he glanced the pipe he regularly used in the corner. "To be fair, we've done a few games and stuff while you weren't here and I've been issued a challenge by Rainbow Dash."

"Yes, I heard about that," he nodded. "Considering this is Rainbow, what have you gotten yourself into?"

"It's fine, nothing big. We're just gonna stuff apples in our mouths to see who can hold the most without choking on them."

Dusk blinked. "To prove what, exactly?"

"To see who can hold the most apples, obviously."

"Right… and is there a penalty?"

"The loser has to do whatever the winner wants for one occasion, on one day."

"I see…"

"Yeah, you can see the look on her face now when she loses." He sighed and laughed again. "You know, after all the time I spent travelling, it's nice to settle down like this."

"I suppose it would be." He glanced when he noticed a slight break in Ray's voice and saw that his eyes were starting to well with tears. "Hey, what's wrong? Are you okay?"

"Hm? Oh, don't worry, it's nothing," he said with a smile, wiping them away. "It just… just feels good to have others who care about me for once."

Dusk was rendered speechless by this. Though he was a lot more confident, blunt and forward than he was, it was easy to forget that, in some ways, he and Ray were very similar. They'd both spent most of their lives without true friends and now they'd both found them, here in this town. But the one difference was that it had been Dusk who had helped Ray find that.

He was the one who had made a difference in his life. If he could manage that, then his own really wasn't as pointless as he had once believed.

"Hey, Strike!" Rainbow called from the kitchen. "You gonna get in here and do this or are you just gonna chicken out?"

"You wish!" he replied, snapped out of his state. "Right, let's do this. You wanna come and watch her downfall?"

"I might as well," he shrugged, returning the smile. "Somepony has to be on standby in case one of you starts choking."

"I'll be fine," he dismissed. "Lungs aren't that important, right?"

* * *

The following day, on one of his breaks from the library, Dusk stood outside of Sugarcube Corner where he was due to meet with Pinkie Pie and head down with her to the spa with the others. It had been a while since he'd been and he was quite looking forward to it. A nice dip in some warm water was just what he needed… maybe some time in the sauna too.

He still smiled when he remembered last night. Ray and Rainbow had been closely matched in their contest, it had been Rainbow who had won by one apple, after about ten. Ray had tried, but he'd coughed up all of the ones he had and ended up on the floor, much to the evident distress of Fluttershy.

Dusk didn't know what had been worse to watch: Rainbow's triumphant smile or Ray's expression when he realised he'd lost. Now, it was up to her what to decide what his penalty would be. If he was at the spa, he might ask him, if she hadn't done it already…

"Excuse me? Could you tell me where I might Sugarcube Corner?"

He turned at the sound of the voice, a bit of a Trottingham accent to it he noted and saw the pony who stood there. As he smiled pleasantly, Dusk took him in. Tan brown fur, darker brown mane and tail cut to a short length, dressed a blue suit with a red tie, an hourglass for his cutie mark. He wore a pair of reading glasses, not unlike his own and held a Ponyville Guidebook in his hoof.

The sight of him struck a chord in his memory, though he couldn't think as to why.

The stallion frowned a little. "Something wrong?"

He'd obviously spent too long being silent, so Dusk moved to correct that to avoid being rude.

"No, you just…" He thought of saying what was on his mind, but decided not to. "Yes, sorry, where did you want to go?"

"Sugarcube Corner." He held up the book. "I saw the name in a guidebook and I thought 'that sounds like a place for any good pony'. I mean, just the name alone. It's got sugar and it's got cubes, two things we ponies love. Not sure how ponies feel about corners. Usually corners mean something bad like 'backed into a corner', 'go and stand in the corner', 'you are cornered and now you will die'. Hm, I don't hear that one as much anymore, but still…"

"I see," muttered Dusk, having no idea what he was talking about. "Well, I'm fairly sure that, in that guidebook it would tell you how to find the bakery in question."

His eyes widened in apparent surprise. "Oh I see, right of course!"

"Also, if you'd look up, you'd see that you've found it," he added, gesturing to it.

The stallion looked at the book, then at Sugarcube Corner and grinned like he'd just been told he was now Mayor of town.

"Splendid, absolutely marvellous! Who needs this silly thing then?" He tossed the book away and turned his smile to Dusk. "Thank you very much for your help, young colt."

"Um… glad to be of service?" replied Dusk unsurely.

"I'm sure you are and such a good citizen deserves a reward for his efforts." He fished inside his pockets and gave Dusk something before he could say anything. "There you go, my thanks from me to you."

Dusk, feeling startled, looked at the item. "It's… a key."

"Indeed it is."

"A very old key, by the look of it…"

"A very old and very big key, I think you'll notice."

"I see… well, what does it unlock?"

"Absolutely no idea."

"And… you don't want it?"

"No thank you. I think you'll find this a lot more useful than I will."

Dusk could almost feel the weight behind those words, almost like he was saying more than he intended. He was going to ask, but considering this stallion's track record so far, he doubted he'd be able to understand the answer.

"I'll bear that in mind." He stored the key away and did his best to return the smile. "Thank you then, sir."

"My pleasure." He cocked his head to one side. "Something else wrong?"

"No, not at all just…" All of this did seem rather familiar for some reason. "Pardon my asking, sir, but have we met before?"

The stallion shrugged. "Not to my knowledge. But, you never know, maybe you've met me before and I don't remember or we're meant to meet, but we haven't yet, or maybe you met me when I wasn't me at all. Yeah, sorry, I've got a bit of a complex life, things don't usually happen in quite the right order."

"I'm sure they don't," he nodded, again completely confused. "Right, well… I hope you like what they have on offer."

"I'm sure I will, especially if there's any edible ball bearings. I've said it before and I'll say it again, marvellous invention, absolutely brilliant." He flashed another grin, almost like Ray would. "Well, you be sure to have a nice day too."

"I hope so. Wait, excuse me a moment," he said, just as the stallion walked off inside, "I didn't get your name there."

"No, I suppose you didn't. Very few do." And without saying anything else, the strange stallion left, replaced not long after by an equally strange mare.

"Heya Dusky, thanks for waiting for me!" Pinkie greeted. "I just had to finish baking a batch of brownies while also feeding Pound and Pumpkin. I managed to do both at the same time! Working at a bakery really helps, especially if you wanna a snack or you need to feed some hungry babies and you have a rolling pin handy for mashing some spare cakes into baby food."

"I… suppose that would help…" He didn't really register what Pinkie said, still trying to figure out what had happened prior to her arrival.

This didn't escape her notice. "Hey, you look a little bamboozled and that was before I got here. You okay, Dusky?"

"Well…" He thought for a moment and answered by smiling easily. "Never mind, it's nothing important. A bit of what you might call a nutcase came by, but nothing to worry about."

"Aw, don't be too harsh on nutcases, Dusky or where else are we supposed to keep all our nuts if not in a nutcase?" she asked seriously.

"That's a fair point. Now, care to accompany me to the spa, Miss Pie?" he offered.

"Why, it would be my absolute pleasure, Mr Noir," she replied, in a very close approximation of Rarity's accent. "See, that's one of the things I like about you. You're polite and nice without being too fancy."

"It's always preferable to have something in moderation," he shrugged. "But thank you for the compliment, Pinkie."

She laughed a little. "Wow, you really have changed a lot from the pony who almost experienced a tone of A-flat when I met him."

"I suppose I have," he chuckled. "Even I get surprised from how much has changed from when I used to think I wasn't worth it."

"Yep, now you've got a bunch of great friends, a nice home, a princess as your teacher and you're on my list with Twilight for one of the cutest, lovey-doviest couples I've ever seen!" she squealed.

He blushed a little. "I'm sure she'll appreciate that too, Pinkie."

"You read my mind," she giggled. "I always wondered, actually. How did you two meet?"

"Pinkie, you know how we met."

"No, I don't mean how you met met. I mean, how you met before you met because you met her and wanted to meet her more, but she hadn't met you enough to say that she'd want to meet you and you didn't even know if she'd wanna meet you."

He had to think for about a minute on that. "You mean… when did I first see her?"

"Yeah, that." She beamed brightly. "That's another thing I like about you. You always know just how to say stuff right."

"Thank you for that." He paused for a few seconds. "I suppose the first time… I had just arrived at Princess Celestia's School for the Gifted. They had onsite dorms there and I was already rather independent because… well, you know why."

"I get it, yeah," she nodded. "Go on."

"Well, it seemed nice enough. The teachers were good, I knew I could keep on top of the work if I tried, but as you know I thought about myself very differently back then." He stared off away from her. "I didn't try and make any friends and none of them really tried to speak to me, maybe because of that. I was… forgettable, really. Everypony never really seemed to notice I was there and didn't take much note of it when they did.

"The library was my regular safe haven. I'd go there, get some fact and fiction books for myself and just read for as long as I could. It was the only place I really felt accepted and safe, among all those books. I thought that was how it would always be. Until, about five days after I came there, I just remember this sweet voice ask me one question that gave me some hope."

"And what was that?"

He chuckled a little. "It's funny now. It was a simple question, one you might expect in a library, but all she asked was 'can I borrow this, if you're not using it?' I don't know what book it was, because all I was focused on was the filly who asked it. Nopony else would have thought much of it but… she was actually talking to me. She'd come up and spoken to me, just to ask for a book, but it was the most wonderful moment of my life.

"I just nodded, she thanked me and off she went to read it. I don't know how long I was staring after her, but I knew that now, whenever I came to the library from now on, it wouldn't just be for a book and if it was… it would be in the hope that she might ask to borrow it again."

"And did she?"

"Not really. She had her own private study, but she'd now and again come down for something that might not be there. They were mostly rare moments, but I cherished them whenever I could get them. I never tried to talk to her, I was always scared to. I tried following her once, but I lost my nerve and just settled for waiting. Waiting for the hope that… she might be my friend.

Pinkie's eyes had turned big and soft. "Awww, that's so sweet. And a little bit creepy, but mostly sweet."

"I was ten years old and wracked with nerves," he said defensively. "Though I did carry on like that for the next eleven or twelve years… until the day Nightmare Moon came back."

"And the rest is history." She beamed at him again. "For what it's worth, I'm glad she asked to borrow that book."

He returned the smile. "Me too, Pinkie. Me too…"

Feeling more willing than ever for a chance at some relaxation and to see his friends in the wake of that, the trip to the spa passed even quicker afterwards. They were all waiting for them, including Ray who was shifting around on his hooves. Overcome with a sense of gratitude, he crossed over to Twilight and gave her a particularly loving kiss.

"Wow… what was that for?" she breathed, when they broke apart.

"No reason, I've just been reminded of how special you are to me," he answered, both of them blushing but smiling regardless.

He decided to try a new treatment today, getting the same as Spike and just lying and listening to the others while cucumbers covered his eyes. Rarity was receiving a hooficure, Applejack a massage, Pinkie, Fluttershy and Ray were in the hot tub and Twilight was getting the tangles in her tail sorted and her hooves treated.

"Oh, this is the life, isn't it, everypony? The best hooficure I've ever had!" Rarity exclaimed.

"You said it," agreed Applejack, her voice vibrating from the massage.

Spike sighed contentedly. "I don't know if I've ever been so relaxed. Right, bro?"

"The feeling is mutual," replied Dusk, lazily hoof-bumping him.

It really was, until Rainbow Dash showed up.

"You guys!" The cucumbers Spike was wearing flew off his eyes when he jolted up and onto hers. Rainbow didn't seem that perturbed. "The new Gabby Gums just came out! "_The Great and Powerful Trixie's secrets revealed_!""

Dusk had barely even moved to acknowledge this, having no interest at all.

She was referring to a new gossip column that came in the Foal Free Press, the school's newspaper that was now being published around Ponyville due to the surge in popularity for this column. It was really rather remarkable, in that sense, that a thing intended for foals and fillies would be read by adults.

Dusk did get some amusement from the stories, but not a lot. Though he inadvertently heard a lot of it when he was still a loner, he'd never really had much interest in gossip, usually if it concerned things like a chipped hoof on a celebrity or a different style of clothing they were wearing. He felt that there were more important things to occupy his time than to read such things.

It was rather like the Nightlight series, only the gossip columns might actually be better written when compared to that.

"We already read that one, Rainbow Dash. Come on, relax, have a hooficure, it feels amazing," offered Rarity.

She swallowed one of the cucumbers and frowned. "Did you forget who you're talking to? The day I get a hooficure is the day I turn in my daredevil license. Besides, I haven't read this Gabby Gums yet."

"Well, do it quietly, will ya?" Spike said irritably, taking them back. "Some of us are trying to unwind!"

"I like Gabby Gums too, but don't you think she can be a little mean?"

"She's not mean, Twilight, she's a hoot!" replied Applejack.

She read one from a previous issue. "_Celestia, just like us_? Gabby Gums doesn't value anypony's privacy."

"I second that concern," added Dusk.

"How did she even get that photo anyway?" he heard Ray ask.

"Oh, lighten up, you two, there's nothing but harmless gossip!" dismissed Rarity.

He heard Pinkie pop up out of the water. "Yeah, Twilight, I mean listen to this one. "_Mayor, not naturally grey!_" The Mayor in a mane dyeing scandal? Who wouldn't wanna read that?"

She sighed. "I just can't help feeling sorry for the ponies featured in her columns. It's gotta be a little embarrassing."

Nice to see that she was so compassionate about this.

Rainbow appeared to be anything but. "Are you kidding? Do you know how awesome it is to get your name in the paper?

"Rainbow, why don't you join me in one of these delicious hooficures?" repeated Rarity.

"It's that good, huh?" she asked nervously. "Well, maybe just one little hoof…" A few moments of silence passed and Dusk raised one of his cucumbers just as she darted off the bed. "Forget it, I don't like ponies touching my hooves. Man... I'd love it if Gabby Gums did a story on me."

"She did one on me," announced Spike.

"What?!" The others all gathered around Spike, shocked.

"Calm down, everypony," urged Dusk. "I'm sure we can read about that some other time, but right now? If you don't mind?"

They all looked around, remembered themselves and drifted back to their individual treatments. Dusk nodded in satisfaction and returned to relaxing.

"Well, I'm done here," Rainbow announced. "Come on, Ray. Time to pay up what you owe me."

"Oh um… can't I just have a few more minutes?" he asked nervously. "What about you? You just got here. You sure you don't want that hooficure? What's the rush, heh, you know?"

"Oh no, don't think you can back outta this now," she said mischievously. "Your house is still a mess from last night and I'm gonna make sure that you clean it. My way."

"That's it? Just cleaning my house?" He relaxed visibly. "I… I guess that's not so bad. Okay then."

Rainbow's smile broadened. "Great, just follow me." She waited for him to climb out and took a bag given to her by an attendant.

"Wait, what do you mean by 'your way'?" he asked suddenly. "What's in that bag?"

He heard her chuckle as she left. "You'll see. You'll see…"

* * *

As time passed over the coming days, it was becoming clear that Gabby Gums wasn't as popular as she'd started out. Almost everypony in town was starting to have their privacy breached, printed for all to see on the gossip column with embarrassing incidents, shaming and shocking everypony involved.

Dusk himself had gone to see some ponies he knew who had been involved, those who had helped him in his investigation. Nightfall, for being accused of using his telescope for perverted reasons. Gentle, who apparently, according to the gossip, stole other artist's work and sold them as her own. Frequency, made to appear like he was seeing two mares, both Vinyl and Octavia. Needless to say, they weren't very happy and quite upset.

It wasn't long either before Dusk and the girls were caught in the same mix of gossip, which they discussed at length at Sugarcube Corner.

"_Applejack, asleep on the job_!" Can y'all believe this?!" cried Applejack. "And this one: "_Big McIntosh – what's he hiding?_" Who the hay does this Gabby Gums think she is?"

Twilight was a victim too. "Listen to this one. "_Twilight Sparkle: I was a Canterlot snob. A well-placed scaly source close to the prissy pony says Twilight Sparkle thinks Ponyville is nothing but muddy roads and low-class rubes._""

""_Said scaly source also reveals rising lover's tension_,"" added Dusk. ""_You read it here first that Dusk Noir finds his marefriend Twilight to be pushy, bad-tempered, overly organised and afraid of commitment.""_

"Spike!" she yelled, along with Dusk. "How could you say such a thing?"

"Well, I didn't!" he insisted. "Gabby Gums made that up! I never said anything like that!"

"Wait, hold on." She turned to Dusk. "Do you actually think that?"

"No, of course not," he said quickly. "Do you think that about Ponyville?"

"Don't be silly, no!"

"Then why are you asking me that? You know I'd never say such a thing."

"Well, I don't know, you might have."

"Why would I though?"

"I just-"

"Everypony, please!" silenced Rarity. "She's just a harmless schoolpony engaged in a little harmless gossip. You're really making too big a deal out of this."

"But it's all lies! It is, right?" she added to Dusk.

"Yes, I've said," repeated Dusk, controlling his temper.

"Right, sorry. Gabby Gums prints whatever she wants, she doesn't care whose reputation she destroys! "_Fluttershy has tail extensions!_"" Fluttershy hid behind a wall at the mention of this, looking mortified. ""_Pinkie Pie is an out-of-control party animal!_""

"What?!" Pinkie looked at it and started crying. "It's true! I do have a problem!"

"I know, it's disgraceful!" Ray shouted, stomping his hoof on the table, getting up from it. "I won't stand for this! Yes, I realise I'm standing, shut up!"

"Calm down, Ray, please." Rarity's eyes suddenly lit up. "You haven't been featured in Gabby Gums, have you?"

"No! I mean, maybe… who cares, who asked you?! Stop looking at me!"

"Hold on, let me look…" She flicked through the pages, gasped and started to giggle. "Ray… is that you here?"

"… Maybe…"

"And are you… dressed as a maid?"

"… Sort of…"

"No, no, you are. Look, a little Prench maid outfit in your house, cleaning up. Oh, you even have the apron and little feather duster!"

"IT WAS WHAT RAINBOW TOLD ME TO DO!" He teleported up, took it off her, teleported away and came back again. "Now, we shall never speak of this again."

"Oh come now, Ray," giggled Rarity. "You have to admit, it is a little-"

"Rock diamond," Applejack put in.

She pursed her lips. "Yes… never speak of this again."

"Oh look! According to this one, the Cakes are breaking up!" Twilight announced.

The couple in question burst from the kitchen. "We are?!"

Suddenly, the door crashed open, a huge pile of papers being flown in by a rainbow tail.

"Well, my life is officially over." She popped her head out of the pile. "Gabby Gums has made it to Cloudsdale."

""Rainbow Dash: Speed demon or super softie?"?!" Twilight read.

"I grabbed as many copies as I could, but it was too late! I'm a laughing stock!" she cried, ducking her head.

"See, Rarity? Your so-called 'harmless gossip' can be very hurtful!"

"Honestly, you ponies have no sense of humor. So she tweaks a few ponies every now and then, maybe they dese-" She gasped dramatically when she turned the page. "I'll destroy her! "_The Drama-Queen Diaries_"... she's reprinted my diary! How could Gabby Gums possibly get access to my private diary?!"

"We've got to put a stop to this once and for all!" announced Twilight. "Sweetie Belle's on the newspaper staff. Maybe she knows who Gabby Gums is!"

Rarity gasped in shock. "My sister would never associate with anyone as beastly as Gabby Gums! I resent you even suggesting such a thing, Twilight! Why, she's the most innocent, most lovely-"

She stopped herself, glanced around and hurried out of the shop without another word. They all looked at each other for a moment and returned to discussing what they should do about Gabby Gums.

As it turned out, they didn't have to wait long. It was discovered by Rarity not long after that Gabby Gums was just a penname that Cutie Mark Crusaders took for writing about in their gossip column. Dusk had been shocked and angry that it was those three fillies who had been printing all of those hurtful things about him and his friends. Even little Sweetie Belle…

Still, it could have been a lot worse than just a relationship problem. They could have found out about his other secret, the one that still had him waking up at night… not much, but sometimes…

Because of this, he didn't really object to it much when he arrived at the library to find that Twilight had erected a force field around the whole tree to ensure that they didn't get in. A part of him thought this was perhaps overdoing it a little, but he didn't really listen to it while he stepped inside when Twilight opened a hole to let him in.

From what he heard, the others were all doing something rather similar. Rainbow emptied storm clouds on them, Ray kept them out of Fluttershy's home while she cried out rivers, even Applejack just gave them the silent treatment. It seemed like the whole town was starting to hate those three for what they'd done.

"I still can't believe that they'd do such a thing," Dusk said to her. "I always liked those girls, I even helped Sweetie one time and this is how she repays us?"

"I know, I feel the same way," agreed Twilight. "I would never have suspected it was those two and now I know… I'm not sure what to think."

"I think that they'll have some trouble getting through that," he gestured to the magical barrier. "They won't be getting any more stories out of us."

"That's something we can both agree on then." She shifted around awkwardly. "So, you don't really think I'm pushy, do you?"

He sighed notably. "Twilight, of course I don't. You know they just made that up for gossip."

"Okay, okay, I'm sorry." Another moment of silence passed. "Dusk, can I ask you something?"

"If it's not about the column."

"Hypothetically speaking, if I wasn't… interested in you, like I am now, would you have gone with any one of the others?"

The question made him feel worried. "Are you saying that you don't feel that way anymore?"

"No, no, of course not! I love you, but… I'm just curious, I suppose. I mean, you do know five other mares just as well as me, so it could be a possibility that, if we weren't together then perhaps..."

Dusk hesitated. The question sounded reasonable and he'd be lying if this hadn't crossed his mind before they were a couple, but how was he supposed to answer this without upsetting her? Did he even have to or was there a way out of this?

She seemed to sense his unease. "You can tell me honestly, Dusk. I won't get mad, I promise, I just want to know."

"Well um… I'm not sure. I hadn't really thought about it that much, to be honest," he answered, trying to find how best to say this. "I mean, Fluttershy's like my sister, so that would just be strange. Um… Applejack's athletic and strong, honest and dependable, but… no, I don't think so. Rainbow's loyal and confident, but too harsh in my opinion, at least. Rarity's… well, you know how she is. She did have some feelings for me, but she's over that now and Pinkie… well…"

"Pinkie is Pinkie," she finished. "So, that's it then? You really don't think you would have?"

"No, I don't…" He turned back to her. "Really, why are you asking me this?"

"I don't know," she sighed, "just in the wake of the Gabby Gums column… I got worried, I guess."

"I know, I was too." He kissed her gently and hugged her. "I'm not going anywhere. I promise. You're the only mare I have eyes for. And glasses, for that matter."

"Okay…" She sounded less tense now, her smile easier. "Thank you, Dusk. I love you."

"I love you too." They leaned in and kissed again, breaking apart when they heard Spike calling out the window.

"A-ha! Twilight thought you might try show your faces around here, so she put up a force field."

They looked outside to see the three fillies trudge away dejectedly. Even after all that had happened, Dusk couldn't help but feel pity for them, seeing them like that.

"You don't think we're being too harsh on them, do you?" he asked.

"Maybe, but they have to learn that actions like this have consequences," she said firmly. "They'll either find some way to make up for it or they won't."

Dusk gazed after them. "For their sake, I hope they do."

The next day, he found out those hopes had been fulfilled. The Crusaders came by once again with a new column for them to read. Seeing their photos on it, Twilight lowered the barrier and took it from them, allowing Dusk and her to read over it. It was a formal signing off for Gabby Gums, a message to Ponyville from them saying they'd learned their lesson and asked for their forgiveness.

"We're really sorry, to both of you." Sweetie looked imploringly at Dusk when they finished reading. "I really didn't want to print that story, but we were made to."

"You guys haven't broken up because-a us, have ya?" added Apple Bloom fearfully.

Twilight giggled and placed her hoof around Dusk. "No, we haven't, Apple Bloom. Dusk and I are doing just fine and we accept your apology."

"Thanks. Well, we got some other ponies to see," said Sweetie, starting to move off. "Thanks again and we're sorry."

"We know," called Twilight. "Well, that's that sorted. Everything should be okay from now on."

"Yes, I expect they will be," replied Dusk, nuzzling her cheek.

* * *

"Security check completed, sir," reported Dreadwing sharply to the captain.

"Good work, soldier," he commented, letting other soldiers file out of the house. "Find anything else here?"

"Some other journals and research data, sir, but we haven't had the time to examine them thoroughly. Everything else that might be of use hasn't been found, looks like Tube has cleared out," he continued with a slight growl.

"It's better than nothing." He gestured to the back room. "What about what we found in there? You and your buddy moving them?"

"As ordered, sir," he nodded. "Since we can ascertain no other purpose other than decoration, they will be moved to the sculpture gardens per your request."

"Good to hear. You two okay handling them on your own?"

"Yes sir, we'll be fine."

"I'll let you get on with it then." He nodded as Dreadwing saluted. "Carry on, then."

"Sir, yes sir!" he barked, remaining at attention until the captain departed.

He turned about face and re-entered the house the fugitive had once called home, darkened except for a few lamps that served to illuminate it. Not that he needed them, being a pony of the night of course, but not all of the Royal Guard were nocturnal-based like they were. It really was too bad they hadn't found much here.

As part of the on-going search for Doctor Test Tube and the rogue ex-guard Hard Edge Dreadwing and a number of others were part of a series of searches going on at their respective places of work and living quarters in the hope of finding something useful, as well as a manual search. As it turned out, neither of them had left much behind.

He felt a spike of anger when he thought about it. Tube's actions had threatened the safety of the realm, all for some half-baked science experiment and Edge had betrayed them. He didn't know him personally, but he'd met him enough times to know that he didn't like him. Even he could have seen what was coming in the wake of Discord's attack, but he still felt the sting of betrayal for what he'd done.

What he wouldn't give to get his hooves on the two of them…

He put those thoughts aside for now and headed towards the room he was ordered to, where he saw his acquisitions inside. It looked like the doctor had a weird taste in art, in the form of four statues of pegasi, slightly chipped with age, dressed in long, flowing robes, with their manes done-up in a Nest-of-Vipers style cut. They'd all been arranged in a circle, looking at each other with faces trapped in angry snarls.

Weird taste indeed. Even so, he and Knock-Out had been ordered to move them and he'd left his fellow, complaining about limestone dust messing up his armour, shifting them while he'd reported to the captain. It looked he'd been doing that, the statues no longer in a circle. The only thing was that his fellow soldier was nowhere to be seen.

"Knock-Out? Knock-Out?" he called. "Where have you gone?"

He moved among the statues, seeing if there was any sign of him. He really had moved these statues very quickly. Perhaps he'd gone somewhere else to rest. Trust him to be more worried about himself than his orders…

But hold on… hadn't all the statues been snarling? Why were they now covering their eyes with their hooves, heads bent over… like they were weeping? Except for one, that appeared to be stretching its hoof towards an empty spot. Almost as if it were reaching for something… or somepony.

He passed a cursory glance over it, thinking it might be some sort of childish joke that Knock-Out was doing. He wouldn't put it past him. Dreadwing walked past it, checking another corner of the room, starting to get a little annoyed now.

A shadow moved behind him. He thought he heard the sound of rushing wind. Knock-Out? An intruder?

He spun around and had to control a yell of surprise when he noticed the statue he'd walked past and the others. They all appeared to be walking towards the door, frozen mid-step, except for this one... Hadn't it been facing the other way? Why did it now appear to be reaching towards him?

Of course they had been and this one had simply been moved. They had to have been moved and he knew exactly who had done it.

"This is not amusing, Knock-Out," he called. "I am going to count to three and you will cease this foalish behaviour. One… two… thr-"

He blinked.

* * *

….

I'm saying nothing… I think you can guess what's coming…


	40. Tears of Stone

**Tears of Stone**

An orange glow painted the sky as the sun began to dip below the horizon, signalling the end of another day in Equestria. Street lights began to flicker to life, while stars began to twinkle in the sky above, painting the world with the sheer beauty and wonder of Luna's night. Owls opened their beady eyes, bats stirred from their sleep and the citizens of Equestria either gazed up in awe or curled up in their blankets.

For Dusk, this was a time he always found full of splendour and magnificence. It also meant that, around this time, that it was the end of another day of working with Twilight and Spike and that it was time for him to go home. The latter of the two had already left for bed, but the former, like him, lingered for a little longer.

With her so close to him, the warmth of her body and the softness of her fur against his side, Dusk almost felt comforted in the wake of the news he had received. Almost.

"I'm sorry, Dusk," she whispered.

He looked at her. "What for? You don't have anything to be sorry for."

"Well, with the result of this raid… I thought you might be disappointed."

He sighed deeply. "I didn't really expect them to find anything. If Tube took everything of importance, it stands to reason that there wouldn't be much left."

"But you still hoped they'd find something?" she asked.

"And Pinkie calls me psychic," he said, with a slight laugh.

"I know this isn't easy, Dusk, especially after all those two have done, but Edge and Tube will be found," she assured. "We just have to give them more time to do it."

"That's not all I'm concerned about…"

She nodded in understanding. "You're worried about those guards that vanished after the raid, aren't you?"

"It's not just that they vanished, but because of how they're connected to this," he answered. "They were helping to investigate where Tube and Edge have gone, who've made it clear they don't want to be found and, in the middle of that, they're suddenly gone. Quite a coincidence."

"There's any number of reasons that they could be gone," she said hopefully. "Maybe it's just that they forgot to check in on their shift."

"But Luna told me Dreadwing is very loyal to her and his duty and Knock-Out hasn't missed a shift since she scratched the finish on his armour as punishment one time," he argued. "Neither of them would seem likely to do something like that."

"You really think that either Tube or Edge are responsible for their disappearance?"

"It seems reasonable to assume that, yes," he reasoned. "They don't want to be found, so they took steps to ensure they don't."

"Okay then, let's look at this logically." Just like Twilight, he thought. "Test Tube and Hard Edge are on the run from the royal forces, correct?"

"As we've established, yes."

"And recent reports from search parties have indicated they're far away from Canterlot and anywhere close to it?"

"What's your point?"

"My point is why would they travel such a long distance they've already covered and return to where those searching for them are most abundant, with high chances of being caught, just to stop two guards who might have had a small chance of finding something important during a raid they might not have even known was happening?" she argued.

Dusk found it hard to counter that, but he still tried. "What if they were working with some others who assured their tracks would be covered?"

"We're talking about a guard that was completely unlikable before he turned rogue and a scientist who's not only a loner, but has no existent moral compass. Tell me if that seems likely," she said, with a confident smile.

"I… I suppose it doesn't…"

"Exactly. Whatever the reason they're gone, neither of those two had anything to do with it. They're far away and they're not coming back, but when they do, they'll be in chains and they'll get what they deserve." She placed her hoof on his. "Have faith, Dusk."

Once again, she was right and he could feel his worry start to ebb away. Smiling in gratitude, they shared a kiss, the feeling from it acting like a cleansing wave of comfort.

"I'm sorry, Twilight," he said once they broke apart.

"What for? You don't have anything to be sorry for," she echoed. "Everything will be fine."

"You're probably right, as usual." A small sliver of concern remained though. "So, why do you think they've vanished?"

"I don't know, but they'll be found in time."

"Of course," he agreed. "Thanks for making me feel better, Miss Sparkle."

"It's what I'm here for, my dearest Dusk," she returned. "You going to be okay walking home?"

"I'll be fine, much better now, yes." They shared one more kiss before he made moves to leave. "See you in…"

He stopped in mid-sentence, when he glanced something at one of the windows. His eyes became fixed on a pale face that gazed inside at them. At him. He could see a hoof, pressed against the glass, like they wanted to come in…

But why were they at the window? Why didn't they announce themselves?

"Dusk?" He turned to look at Twilight. "Something wrong?"

"I saw…" He looked back at the window. The face had gone. "Never mind, it's nothing."

"You sure? If you want to stay a little longer, I… I wouldn't mind…" She blushed a little.

"No thank you, I'll be fine," he mumbled, blushing himself. "You've done enough."

"Are you sure?" He nodded and the concern left her. "If you say so then. Goodnight, Dusk."

"See you in the morning, Twilight. I love you."

"I love you too," she returned, waiting until he'd gone. "Sleep well."

He smiled back at her and stepped out into the cool evening air. He sighed with content had how much better he felt in the wake of that conversation. Not for the first time, he wondered how he had ever managed without Twilight or any of the girls. He'd never really dealt with any problems, just ignored them more like. Maybe that was why he felt lighter.

Just before he left, he walked over to the window he thought he'd seen the face out of. There was nothing and no sign of anypony there either. He lingered in the spot for a few moments, then put the thought aside and started home.

Questions still remained in his mind while he made his way through the darkening streets, hearing the sound of fluttering wings nearby. Probably a Pegasus taking off back for home. It had sounded rather close, but when he'd turned to look at the rooftop he heard it from, there was nothing there. No sign of them in the sky either. He shrugged it off and returned to his thoughts.

Though he did take some comfort with the distance that existed between him and his adversaries, he still wondered where exactly they were going. If they were going towards the Loveless Lands, the home of the Changeling Hive, what did they hope to find? As Luna had said, the Changelings wouldn't exactly offer them refuge and they might be in more danger there than here. If they were going beyond them, they'd have quite a journey.

Then, there was that third figure, the one he'd seen in the flames. Tube had said that his machine was meant to break into Tartarus itself to free a prisoner there, one who had been a servant to Discord. Of all the horrible creatures and monsters that dwelled there, there was only one who answered to that description. The image he'd left in his mind was eerily similar to the one that he had portrayed him in his story…

Though he shuddered at thought, he continued to deliberate. But if Fallen Soul had been brought back, then what was his goal? Discord was in the Canterlot Sculpture Gardens, so it couldn't be that he wanted to free his master, the same in regards for the Elements of Harmony. If he did somehow want revenge for what Celestia had done to him, he was clearly going about it in a different way. That was if he really was free, of course.

Dread gripped him at the thought of facing him. He had been skilled enough before his imprisonment and Discord's magic was meant to have affected far more than just his mind. Who knows what a thousand years in the darkest place in the world had done to him? Was he even still a pony or something much worse?

He walked past a fountain. Still, it was just a story and he didn't even know if he really had seen something. Probably just a trick of the light…

Something made him stop. He turned back to the fountain, taking in what he had seen out of the corner of his eye. It was a statue, not the one of the pony in the centre, but a different one. Carved from grey stone and slightly aged, it depicted a Pegasus pony, dressed in a simple, yet beautiful dress, flowing down to its hooves. It… or she, as far as he could tell, had her mane styled in a short, tight bun, the strands almost like tiny snakes on her head. Her back was hunched, her face hidden beneath her hooves, like she was crying. Small splashes from the fountain added to the effect, the water trickling down her face.

He squinted at the statue, keeping his eyes on it. He hadn't remembered ever seeing it before, not this morning anyway. Nor had it been here when he passed the fountain before, during his break. In the end, he just shrugged. Perhaps it was only a recent addition. Nothing wrong with anything new, after all.

He turned his back on it and resumed the journey home, small patches of darkness in between the circles of light the lamps in the street illuminated. The gentle hooting of owls and the sounds of crickets playing their natural music filled his ears. It was rather pleasant, the peace and tranquillity the night brought, the life that teemed when the sun went down.

Then a different sound filled his ears. The sound of a rubbish bin being knocked over in one of the darkened alleyways. He stopped, in the darkness in between lamps, turning his eyes to the source of the noise.

"Hello?" he called. "Is somepony there? Are you okay?"

There was no answer. No sound of any kind. He might be seeing things, but he thought he saw something, silhouetted in the dark. They might have fallen over and hurt themselves getting home, trying to take a shortcut down there. He lit a small orb and had it hover beside him, walking slowly into the alley.

The walls of the houses on either side closed in around him as he left the street, shining his light into the dark and squinting. His ears strained to listen for signs of life, groaning or some kind of pained noise. He stepped closer, noting the bin and some of the rubbish that had fallen from it.

But that was all that was here. There was no sign of anypony at all. Nothing. He sent the light ahead of him, just to make sure. It soon found the source of the silhouette, at the very end of the alley, where a wall blocked it off. A statue, just like the one at the fountain.

He frowned at it. A very odd place to put a statue, he had to admit, but then again, he wasn't on the town planning committee. Maybe it belonged to one of the ponies in these houses. Perhaps this called for a closer examination…

"Hey, what's going on out there?" A mint green unicorn stuck her head out of the window. "Dusk Noir? What are you doing down there?"

"Sorry to disturb you, Lyra," he answered her. "I heard this being knocked over and I came to investigate."

"Me too." She raised an eyebrow. "You're not just saying that to cover your flank, are you? Didn't you knock it over?"

"Not at all, but I'll be more than happy to put this right." He levitated the rubbish back in and righted the container. "There we go, nothing to it."

"Okay then." She yawned notably. "Just be little quitter next time. Some of us are trying to sleep."

"My apologies. Actually, can I just ask, do you own this…?" He looked back down the alley to find it empty. The statue had gone.

"Own what?" she asked irritably. "Dusk, what am I meant to be looking at?"

"It's… there was a statue there before," he told her. "A crying Pegasus statue, just at the very end there."

She looked confused. "What are you talking about? There never was a statue there and that's a pretty weird place for a statue anyway."

"That's what I thought," he muttered, his eyes still on the dead end.

"Exactly." She yawned again. "Look, you're probably just tired. Go home and get some sleep, so I can get mine."

"Of course, yes. Goodnight, Lyra," he called to her, but she had already snapped her window shut.

He took one more look back down the alley and started to slowly walk away. She was probably right. His tired mind just playing tricks on him, something about the subconscious that Twilight might say. Not long after, he reached the edge of town where his house was situated and started to make his way up the path to the door. Perhaps if he just slept on it, he'd feel better in the morning.

For the second time, he stopped and turned. There, just at the edge of the path he'd walked down, was another Pegasus statue. Almost… no, exactly the same as the one before. Head in its hooves, aged and solemn, from the mane to the dress. He stared at it from his door. That definitely hadn't been there when he'd passed this spot…

What was going on? Why was he suddenly seeing the same statue everywhere he was going? Were there more than one? Why did he get the feeling they were… following him?

He put those thoughts aside, opening his house and stepping inside. He'd probably just not been paying attention, so engrossed in his thoughts. It was just a statue, after all. What did he have to fear from a figure made of stone?

He turned on the light to his kitchen, opening the fridge door and pulling out the apple pie Applejack had given to him not long ago and a cupcake from Pinkie. He'd left it a bit late for dinner, so this would have to do. Not exactly the most nutritious of meals, so he made a mental note to do a little shopping at some point. Dusk closed the fridge door, noting his reflection on the surface…

And that of the statue behind him.

He whirled around, his heart pounding. There was nothing there. No statue, just his kitchen counter and the window above it. He took a few deep breaths and calmed down. Looks like he really was on edge. This was just getting strange and he needed some sleep.

Downing his rudimentary dinner with more speed than he intended, he made sure his door was locked and started to look out of the windows, lighting all the rooms in his house. He knew it was silly, but he felt he had to check, to put his fears to rest. Nothing on the ground floor. Nothing close to his house, though it was hard to see out in the dark.

Still feeling a sense of unease, he climbed the stairs to his room after closing the curtains downstairs. Eager to get some rest, he went to close his bedroom curtains… and froze when he saw another statue. It stood, bathed in the light from his room, hooves away from its face and staring up at him with a calm, almost serene expression.

Feeling panic starting to grip him, he hurried downstairs again to the window on the ground floor it stood before. He dashed it and whipped open the curtains. There it was, right in front of it, its hoof raised as if to break it open. It had moved. But how was that even possible? He stared at it, trying to figure this out…

He blinked.

_CRASH!_

Dusk scrambled back when his window exploded, showering the room with glass. Opening his eyes, he saw the statue climbing in. No longer was it calm, but its face was frozen in a feral snarl. The mouth was open in a silent scream, vampire-like fangs emerging from it, soulless eyes fixed directly on him.

He scrambled back, never once taking his eyes off it and slammed the door to his living room. That was no statue and whatever it was, it wasn't friendly. He turned to run, but screamed when he saw two more, exactly the same as the other, blocking off his escape to the front door. Perhaps he could get around them through the kitchen…

But he opened the door, greeted by the sight of another, wings spread and hooves outstretched to grab him. He kept darting his head from statue to statue, each of them taking a step closer every time. The four of them had him completely surrounded, with no escape. He could try his magic, but would it even work against these things?

What was he supposed to do? What were they going to do to him? Closer, closer, closer every time, their stone faces filling his vision.

A hoof touched his shoulder, but it wasn't stone. It was warm, comforting and it made him relaxed rather than shocked. Though not by much.

"Keep looking at those three," a young, yet commanding voice ordered. "Do not take your eyes off them, not for a second, don't even blink."

"Don't blink… right," he replied, in a rather high voice. "Now what?"

"Don't worry, I can get you out of this, but you have to trust me," it implored. "Just keep your eyes on them for five seconds and after that, run."

"What if they come after me?"

"They won't, I'll make sure of it," promised the voice. He didn't know what it was, but Dusk believed him. "When I say run, run. Do you understand?"

"Perfectly."

"Good… get ready."

Dusk tensed his legs, kept his eyes on the three statues. His eyes were starting to water, he had to blink. Just a few seconds, a few seconds…

"RUN!"

Bolting under the wings of them, Dusk galloped out, hearing something metal roll behind him and a whirring noise. He glanced back to see a small, metal orb suspended in the air, the statues staring at flickering versions of themselves emitted from it. But the images seemed more like freshly carved statues than old, crumbling ones…

The voice was back again. "We don't have time to waste, come on, run! Good for the heart and lungs, let's go!"

Dusk did as he was commanded, galloping with his unknown saviour until they were far away from those… things. His lungs started to burn and his heart was pounding against his chest, adrenaline coursing through his veins that pushed him to run faster, anything preferable to waiting in the hooves of those statues.

He tried to get a good look at the stallion who had helped him. He was a stallion, that much he could tell, but it was hard to make out details. His voice was definitely familiar, though it had a different tone when he last heard it Questions tumbled over each other in Dusk's brain, but the one he asked when they stopped for breath was:

"What… was that?" He looked to the stallion, who was hidden in shadow. "What… what did you do?"

"Just a little something I picked up the Silfrax galaxy," he answered. "It's called an Omniservant Admirer, a little piece of technology invented by the Vaniseans, the vainest and most self-obsessed race in the cosmos. Once activated, it allows whoever looks at it to observe their reflection from every angle, in the sheer pinnacle of perfection. Rather shallow, I know, but it did come in handy, I'll think you'll find."

"I suppose… it was…" he replied, barely understanding what he had just said. "Thank you, for saving me."

"No matter," he replied brightly, stepping into the light. "It's sort of what I do. Well, usually it's mares that are in need of the help, but I'm not exactly-"

"Wait a moment…" Same fur, same suit, same mane, the hourglass cutie mark. "It's you, isn't it?"

"Yes. Well, I certainly hope it's me," he added unsurely. "I didn't start glowing at any point did I, because then it'll probably be a different me."

"No, I mean…" Now he was even more confused. "Don't you remember? We met just yesterday and I'm sure we've met before that too. I've definitely seen you before."

"You have?" His expression turned thoughtful. "I suppose that's possible, wibbly wobbly timey wimey and all that. What did I do yesterday?"

"You gave me this," he said, holding up the key.

"Interesting…" He pulled out his glasses and examined it. "What's this for then?"

"I don't know."

"You don't know? How can you not know what this key is for?"

This was getting more confusing by the second. "Because you told me you didn't know. How can you not remember?"

He just shrugged. "I don't remember because it hasn't happened to me yet. It might have happened to you, but not to me, so how can I remember what hasn't happened?"

"You said about that too," he recalled, trying desperately to make sense of this. "You said you had a… a complex life."

"Well, that does sound like something I would say," he agreed. "I can be quite mysterious and intriguing when I want to be, which seems to be all the time."

"You're telling me, but perhaps you can be a little more clear now," he suggested. "Let's start with a name. Who are you?"

"Oh, well that's easily answered, depending on how you look at it. My name is the Doctor." He held out a hoof. "Pleasure to meet you, Dusk Noir."

"The pleasure is… wait, how do you know my name?"

"You're the Seventh Element of Harmony and the student to Princess Luna, quite a significant thing really. That's not even counting…" He stopped and checked a watch he wore. "Oh, wait. Sorry, not yet."

Dusk disregarded that last part. "And you're the Doctor. Another layer of mystery."

"Really? You're not going to ask 'Doctor who' or something like that?" He sounded almost disappointed. "That's what they usually do."

"There's a first time for everything," he said. "I'm only just trying to figure out what you've been saying, but at least now I know what to call you."

"I suppose that's reasonable, but still… I must say, you appear to be taking this remarkably well," he noted with a tone of admiration.

Despite what happened, Dusk managed a smile. "With the ponies I know and the things I've seen, I think you'd be surprised."

"That makes two of us then," the Doctor chuckled. "Now, we should probably get somewhere safe before the Statuette Quartet comes after us. I actually did know a Statuette Quartet too. Very unique style, if a little grinding."

Dusk raised an eyebrow. "Are you making a joke?"

"I might be, you never know," he said, walking off. "Come on, time is of the essence and that's one thing I don't like to be in essence of."

Dread started to creep through him again. "But I thought you said that device would keep them frozen."

"Only for a few minutes. You see, whatever holds the image of those creatures can become another one and we have enough problems with four of them, let alone eight. I set it to deactivate after about five minutes. They shouldn't be strong enough to create images, but you can never be too careful."

"And how long do we have now?"

He checked his watch. "About two minutes and thirty seconds, give or take."

"Ah… right."

"So, are you coming?"

"Right behind you, Doctor."

"Good stallion. Let's be off then."

He glanced tentatively back at his house before following him. "So, what were those things? Are they some sort of variant of golem?"

"No, although… living stone, living earth, there might be some kind of connection…" he said thoughtfully. "Maybe I should look into that sometime, put it on a to-do list. Never really had to-do list, I have so many things to do there's not much point in making a list. Busy life, running around, not much time to do one."

"Excuse me, perhaps you could start with an explanation?" asked Dusk, politely but pointedly.

"Ah right, yes." He too looked back in his home's direction. "You, Dusk, have just had a run-in with the most malevolent, sadistic, morally-devoid beings that have ever existed, known by most people of the cosmos as the Weeping Pegasi and you're still alive. You should feel quite privileged, not many can claim that."

"Believe me, I wish I didn't have the pleasure," muttered Dusk. "You called them living stone…"

"I did indeed. You see…" He paused and smiled. "Actually, why don't you see if you can't figure out?"

"Um… okay." He started to think about what he'd seen from them. "Well, when I saw them, they were just ordinary stone statues but… then they started moving…"

"And why do you think that might be?"

"I'm not sure. It only happened when I… when I wasn't looking," he realised. "Hold on, you said before not to take my eyes off them, to not even blink. Every time I did, that was when they moved, so their movement is affected by my line of sight. Like some kind of magic."

"Very good, although the magic part isn't so accurate," he added. "You see, the Pegasi are meant to be as old as the universe itself because they've developed what's called a quantum lock. The instant they're seen by any living creature, they cease to exist and freeze into rock. It's a defence mechanism unique to them."

"I can see why they survived so long then, if that's the case," he murmured. "They were covering their eyes too, with their hooves. It can't be because they're sad. I couldn't picture them ever feeling any remorse for what they might do."

"Quite right," agreed the Doctor. "They can't risk looking at each other, because then they'd be frozen in stone for good, never able to look away. Yet, most of the times I've encountered them, they always work in groups. Quite ironic, since they're also called the Lonely Assassins."

"Indeed." Another question came into his mind. "What would have happened, if they'd caught me, I mean?"

"Really, it's not as bad as you might think," replied the Doctor. "You see, the Pegasi feed off potential time energy, it's how they get their five-a-day. They'd just need to get close enough to touch you and send you back into the past then, once you die in the past, they consume the energy of all the days you might have lived."

Dusk almost froze, suddenly even more glad that the Doctor had arrived when he had. The idea of being sent back to a far and distant time, where everypony he knew wouldn't have even been born yet and he would die, never to see them again… the Doctor might not think that was bad, but Dusk felt it would have been preferable to just die.

Better to end his life in an instant, than spend an eternity losing it…

The Doctor appeared to notice this. "I take it, from the horrified look on your face, that you don't share my view that being zapped back in time isn't such a bad way to die?"

"That would be an accurate assessment, yes."

"Well, look at it this way: it could be a lot worse, when compared to other things," he said brightly. "You could have your brain popped out of your body and into a metal shell, with all emotions purged. Or you could have every cell in your body fried by neutronic energy to better serve the conquest of a bunch of shaker-shaped narcissistic supremacists."

Surprisingly, Dusk laughed a little. "I suppose that's not so bad then, when you put it like that."

"There you go," grinned the Doctor. "Don't let anything put you down, not even the premise of a violent death. Believe me, I know what that feels like."

"You're not making any sense again," noted Dusk.

The Doctor just grinned all the more. "I have been told that before, on more than one occasion."

"And what about you Doctor?" he asked. "Who are you that you can say that you've faced off against creatures made of stone on more than one occasion, that you should have technology that, from what I can tell, comes from another world and that you don't remember a meeting that hasn't happened yet?"

He was silent for a while in the wake of this. The Doctor smiled again, but there wasn't anything happy about it. It was sad, lonely. That was when he noticed his eyes for the first time, of startling blue. His face and body were young, but those eyes… they were old, almost ancient. They had seen far more wonderful and terrible things than his ever had.

Dusk hadn't been the first to ask this question… and he had a feeling he wouldn't be the last.

"Even knowing you, Dusk Noir, I don't think you'd believe me if I told you," he answered solemnly.

"Perhaps, but I have just been attacked by creatures of living stone and they're not even the first. A lot of things have happened to me that I never would have believed were possible, but they have." He made sure his gaze never wavered. "Just try me."

The Doctor didn't answer his question, not directly. "I would say those minutes have passed now. The Pegasi will be free."

"I see," said Dusk, not probing in further. "What do you suggest we do?"

"I suggest that you find somewhere safe while I handle this," he answered. "The Pegasi coming after you was probably just a fluke. They spotted potential prey and took after it. With any luck, they might leave Ponyville completely and never trouble you again."

"And if not?" asked Dusk.

"Then I'll take care of it," he said casually. "I've had practice. Well, I'd best get going and I advise that you do too. Goodnight, Dusk. Stay safe."

"You too." Even as the mysterious stallion walked away, Dusk still felt this question needed to be answered. "Doctor, please, just tell me. Who are you?"

The Doctor paused, considering the question. "Well… why don't you see if you can't figure it out?"

Without another word, he left him there, walking off down a street and out of sight. Dusk stared after him for a long while, those words repeating themselves in his head. Why didn't he want to tell him? A pony who spoke in such a confusing manner, who said so much but revealed so little. What was it he was trying to hide?

Remembering that there were currently hostile garden ornaments on the prowl, Dusk decided that for now it was best to take the Doctor's advice and find somewhere safe to stay. He couldn't go back to his house in case they were waiting for him. Perhaps one of his friends would offer him a place to stay for the night, if he could just come up with some sort of excuse.

He paused and turned. From the direction the Doctor had gone off in, he thought he heard something. A groaning kind of sound, rising and falling like a wave, becoming louder and quieter, like an ancient creature breathing through aging lungs. Ancient… yet beautiful.

But just as he heard it, it stopped, fading into the night. Dusk stood for a while, wondering if he'd really heard something and made his way back into Ponyville, hoping that Ray wouldn't mind if he dropped around for the night… and that he would never see those statues again.

* * *

Rising from bed at the time she always did, combing her mane, having a wash and eating a good breakfast, Twilight Sparkle was ready as always to start the new day. How could anypony start a day just as well without the schedule that she so relied upon?

She decided to leave Spike for a little longer and not because she felt like starting to let him get lazy, or rather more lazy. She wanted a few minutes to talk with Dusk alone first, just to check to see if he was okay from the talk they had yesterday. When he'd left, she'd sent another letter requesting further information regarding the disappearance of the guards, just to help put his mind at ease that Tube and Edge had nothing to do with it.

She might be overdoing it a little in that regard, but she didn't want him upset over this. No more suffering for her stallion, if she could help it.

She noticed that his eyelids were drooping a little and he walked with a slight stoop, with small bags under is eyes.

"I just… didn't get a lot of sleep," he yawned when she asked him.

"Why not?" Concern for him began to emerge. "Your nightmares haven't been getting worse again, have they? Or is it the memories?"

"I suppose you could say that, yes," he answered. "Some nights are just worse than others, I suppose."

Concern became worry. "Is there anything I can do? I could try and look up a stronger spell to soothe your mind or maybe I could enchant your necklace half somehow, just so that you can have an easier sleep. Or maybe-"

"Twilight, please, you already do enough," he assured gently. "I'll be fine at night, just so long as I can wake up to see you every morning."

"Aww, Dusk, that's sweet of you." She had to give him a kiss for that. "Okay, I trust you. Just don't start pushing me away and always remember I'm here for you."

"I promise, I won't." He laughed a little bit.

"So, you still managed to sleep okay then?"

"For the most part, yes. I actually stayed over at Ray's house for the night. I thought having some friendly company might help me sleep easier."

"That was probably a good idea." Her cheeks went warm when a thought occurred to her. "You know, if you did need some company to help you sleep easier… you could have come to see me."

Dusk's cheeks went crimson too. "Twilight! You're not suggesting-"

"No, no, of course not!" she said quickly. "Nothing… like that, but… you know, my bed could probably fit two. Or… I could have come to you."

His face went even redder. "Yes well um… I don't think Spike would appreciate that and um… if your brother found out, he might get the wrong impression and rip my head off."

"That's a fair point," she giggled. "Still, the offer is there… if you want it."

"I'll bear that in mind, thank you Miss Sparkle," he smiled. "You know, there are times when you just remind me of how lucky I am."

"And is this one of those times?" she asked flirtatiously.

"Once again, Miss Sparkle, your powers of deduction astound me," he returned.

"Then demonstrate yours. Guess what I'm going to do next."

"I would say that you might be willing to share a kiss with me?"

"And I would say you're completely right." Their lips made contact again, sending that wonderful fluttering in her chest that she'd grown to love.

He started to practice his magic, while she made for the stairs to wake up Spike when she suddenly remembered another reason she wanted to see him anyway.

"By the way," she said, turning around. "I thought you might want to know, I sent a letter to Princess Luna asking details about the guards who disappeared."

"And what did you find out?"

"Just that when they disappeared, they were in the middle of moving four statues that were found in Tube's home," she told him. "It's strange because they were gone too, no sign of them in the garden where they were meant to be taken."

Something changed in his voice when he spoke. "Statues? Four statues?"

"Yeah, I thought it was rather strange too, isn't it Dusk? Dusk?" An expression of dawning terror clouded his face and he was completely frozen.

"Oh no…"

"What is it?" she asked, worried again. "Dusk, why are you-?"

A loud, high-pitched scream suddenly cut her off, coming from her room. Before she could venture up to find out what was going on, something else prevented her.

"Twilight!" Spike's indigent voice came down the stairs, soon followed by the speaker. "What kind of weird prank are you pulling?!"

"Prank? Spike, you know full well that I don't participate in practical jokes," she answered stiffly.

"Well tell that to the creepy statue that you left right over my bed!" he snapped. "I wake up and it's just staring down at me, you have idea how much that freaked me out?!"

"Spike, what are you talking about?" she asked, confused. "There's no statue up in our room and I certainly didn't put one there."

"Well, somepony did," he growled. "I'll bet Ray teleported it in for a laugh."

"Twilight, Spike, get away from the stairs." Dusk's voice had authority, but it was also trembling. He was sacred.

"Dusk, what is this?" she asked fearfully. "What's going on?"

"Twilight, please, just do as I… look out, behind you!" he suddenly yelled.

Twilight turned and screamed when she saw the snarling, hate-filled face of stone leering down the staircase at her. Spike saw it too, screamed too and scrambled to join her by her side. She kept her eyes fixed on it, trying to determine what exactly was happening here.

"What is that thing?!" she exclaimed. "Where did it come from?"

"Don't panic, stay calm," urged Dusk, evidently trying not to be terrified himself. "Just keep your eyes on that statue, don't take them off it, not even for a second. Don't even blink."

"Bro, I'm getting a little freaked out here," whimpered Spike. "What's going on? You're not doing this, are you?"

"Believe me, I have nothing to do with this," he replied. "But just keep your eyes on it and back up to the door. We might be able to get help from somewhere in- AGH!"

"Dusk!" Completely forgetting about the statue, she turned and saw another one, its stone legs wrapped around Dusk in a lock.

"Twilight, what's happening?" Spike asked urgently.

"Don't turn around, Spike, keep your eyes on that one!" she commanded, keeping her focus on her stallion.

"Twilight… help me…" he choked through its grip around his throat.

"How? What do I do?" she asked urgently, starting forward and keeping her eyes on the statue.

"No, stay back!" he gasped. "Don't… come closer…"

"But then how am I supposed to help you?" she begged.

"Listen… to me…"

"Yes? Tell me, what do you need? What can I do?"

Her eyes were starting to sting and well up, but she held her gaze on him for as long as she could.

"Brown Earth pony… the Doctor… find him!"

She could feel her eyes start to water, she couldn't keep this up any longer. She could see Dusk's face, the desperate fear in his eyes, his struggled attempts to escape and to breathe. She started forward again, reaching out with her hoof… and she blinked.

Then he was gone. Just like that. No scream, no flash, nothing. Both he and the statue that had him were gone. She continued to reach out with her hoof as the sense of loss filled her, like she might be able to pluck him out of the air in front of her.

"It's gone!" Spike cried. "The one on the stairs, it just left… wait, where's Dusk? Where'd he go? He was right here."

"They… they took him, Spike," she whispered, tears pouring down her face. "Those things… they took him. They left… once they had what they came for."

"Evidently they have." The new voice made them both jump. "Though I do wonder why they didn't take the opportunity to feed on you two when they had the chance, I suppose we should be glad they left you alone."

Twilight took a moment to look over him. Brown fur, an Earth pony who obviously knew what was going on. Was this who he was talking about?

"Are you the Doctor?" she asked him, hurrying forward. "Dusk said that we should try to find you before-"

He walked straight past her, pulling out a small silver tube as he went. "Yes, yes, I'm sure he did, now could you shut up for a minute while I try to figure out what's going on."

"What?" Even though she'd just met him, that stung a bit. "I'm only trying to ask if you're the one who can help us-"

"Well, obviously I am," he interrupted, holding up the tube. "What do you think I'm doing with this?"

"At the minute, nothing. What is that anyway?" she added.

"Sonic screwdriver," he answered, as if it was obvious. "Anymore pointless questions? No? Good, now maybe I can actually try and help somepony who's in mortal peril right now rather than wasting time with idle chit chat."

A buzzing sound came from the device when it lit up, adding to Twilight's mounting annoyance. "Look here you, my coltfriend has just been kidnapped by a pair of moving statues and I want to-"

"Yes, he is and you haven't, so you're not important right now, are you?"

"Hey-!"

"Exactly, now I just need to figure out where they've gone so I can initiate a brilliant and no doubt daring rescue of your beloved stallion, miss."

Spike piped up before she could respond. "How did you know they were here anyway? How did you know to show up?"

"Well, my scaly little friend, they were covered in background radiation from the Void because all four of them fell through here from another universe, soaked in it when they fell through the walls of reality, that's how I was able to track them," he explained rather rapidly. I picked up their signatures again, but two of them had me blocked off while the other two went for Dusk."

Spike frowned in confusion. "Right, I only think I understood the last part, everything else was just kind of… eh."

"That's usually the reaction I'm met with. I didn't think that this was happen, I really did think that their going after him was just because they were feeling a little bit peckish and he was the first thing they saw, but they were all the way in Canterlot before. There were hundreds of potential sources for energy there, even the princesses themselves, so why go for him?"

"Hey, wait a minute-"

"But now they've taken him. Why did I ever think that it was a fluke, of course it wasn't! They need him for something, but what? What could be so important about him that they'd need him? They could feed off of anything for centuries with nopony ever knowing they were here, but they chose to take him anyway. They're working to something bigger, something that's not just feeding-"

"Will you shut up?!" Twilight finally snapped. "Now, are you going to help us get my coltfriend back?"

"Yes, but I-"

"Will you need us to do what you need to do?"

"Perhaps, but-"

"Then you are going to start making more sense and explain to me what's going on, right now or I swear I'm going to use a spell that'll have you seeing out of your-"

"Hold on, did you just say Dusk was your coltfriend?" he interrupted.

"Yes and if you weren't so busy rambling every second, you would have-"

"Oh, then you must be Twilight Sparkle!" He grinned broadly at her. "Oh, well this is brilliant! If you're here, then that means we might actually have a chance at rescuing him."

"I thought you said I wasn't important before," she growled.

"Oh, was I being rude again? Sorry, I usually don't pay attention to when I- OW!" He stopped when she slapped him across the face. "I suppose I deserved that, didn't I?"

"Yes, you did."

"Right, noted." He shook his head a few times. "Ooh, I pity Dusk if he ever gets on your wrong side."

"Believe me, I don't let it show often. Just when I need to," she said with a glare.

"Duly noted." He cleared his throat and backed away a little. "But then that just raises another question. Why would they take him here, with you as a witness? Surely that would raise the alarm and their cover would break in an instant, if not in the case of the princesses as opposed to you. Tartarus hath no fury, as they say."

"I'm going to pretend I didn't hear that." She sighed in annoyance. "Right, you just… stay here, okay? I need to send a letter to the Princess about this. Luna's not going to be happy when she hears about this."

"Wait, what did you just say?" asked the Doctor.

Now this was getting ridiculous. "That I'd have to tell Luna about what happened to Dusk."

"No, I know you said that, but why? Why would you need to tell her that?"

"Because he's her-"

"Because he's her student!" the Doctor cried, almost at the same time. "Of course, why didn't I see it before? That's why the Pegasi want him!"

While his face was lit up in realisation, both she and Spike just stared at him.

"Think about it, they kidnap Dusk, right in front of you and, of course, you send a message to Princess Celestia. It probably would have taken a little longer if they'd taken him last night, but the effect would be the same. Her sister hears about it, figures out where they've gone and takes after them to save not only her student, but the first friend she's had in a thousand years. That's when they'd spring their trap and get both of them."

Spike scratched his head. "I don't like the sound of that… are you sure they couldn't get it some other way?"

"There's more than one way for them to get the energy they need and what better way than to get it from the being who is the embodiment of the night. Imagine it, all of those stars that paint the sky every night, the moon that shines down on all of Equestria and the sheer amount of energy for them."

"But Luna's one of the most powerful beings in existence. How could they hope to match her?" she asked.

"Believe me, they're just as old as she is, if not older," explained the Doctor.

"But then if they were in Canterlot, why didn't they just attack Luna then?" she out forward.

"It's always easier to cut the strings of the puppet to reveal the puppet master when he comes to fix them." He frowned a little. "Actually, that makes her sound rather sinister, doesn't it? Anyway, my point is they could find some way so that Luna would be alone against them so that both she and Dusk would be easy prey, giving them plenty of energy to gorge on so then they can turn their attention to the rest of Equestria."

Twilight shuddered a little. She'd already had more than her fill with just the two she'd seen there. The idea of them becoming more powerful and using her coltfriend to do it… the thought made her blood chilled.

"Okay, I understand." She looked up at the Doctor. "You still haven't really explained what exactly those things are, but if they present a danger to Equestria as well as Dusk, I'm willing to help you stop them."

He smiled and nodded. "I was hoping you might."

"Good. Right, we need to find out where they've gone." She looked at Spike. "You need to stay here, this could be dangerous."

"What?! No, I'm not staying here while you run off into danger with some guy we barely know!" insisted Spike.

"Didn't you just say something about me being rude?" muttered the Doctor.

Twilight ignored him. "Spike, we don't have time to argue about this."

"No, I want to help!" insisted Spike. "He might be your coltfriend, but he's my friend too, my bro in library-assistantship. You're gonna have to tie me down before you even think of stopping me from going."

"Well, first we'd need to figure out where exactly they have gone, which we still haven't!"

"I don't think that'll be a problem." She turned to see the Doctor stood by a table.

The Elements of Harmony reference guide was open there, but she certainly hadn't been reading it, nor had she taken it down. She looked down at the page. It was the part that referenced the location of the Elements. The Castle of the Royal Pony Sisters.

"They left it open here. They wanted you to figure out where they took him," the Doctor said grimly.

Despite the fear, Twilight could feel her anger too. "Then they just made their second mistake."

"Right, let's get going then. Allons-y!" declared the Doctor.

"It could easily be a trap."

"I know," he said in a dangerous voice. "And they should know better than to put me in a trap."

* * *

Dusk was completely helpless, while he stood once again the crumbling ruins of the ancient castle. He couldn't struggle free, for the grip of the Pegasus that held him was too tight. He couldn't use his magic. He'd tried it before and his captor had nearly choked the life out of him to make him stop and he was sure no spell he could manage would work against these monsters. He couldn't cry out for help. They'd moved too fast and nopony would hear him out here.

So, all he could do was wait in the stony, smooth grip of the Pegasus, inside the throne room of the castle, now and again glancing around at the others. They usually remained motionless, hooves covering their eyes, ready to act at a moment's notice.

It looked like they'd thought out this rather well to ensure he couldn't escape or receive aid. They didn't stay near the entrance, so he'd have far to run before he made it out. The Pegasi had spread themselves out so that he could only keep two in his line of sight at any time. Even if he did manage to get out of the grip of this one, which didn't seem highly likely, one of them would just as quickly recapture him.

Why exactly they had brought him here was something he was still trying to figure out. They had the chance to zap him into the past, yet they had taken him here instead. Why were they keeping him here? What did they want with him? Why did they want him as their prisoner… no, not prisoner. Hostage. Or bait.

They'd taken him, right in front of Twilight and Spike. They must know what would happen as a result. Whether it would be Twilight coming here or the princesses, they were preparing a trap for which they were using him as the bait. A tool to hurt his friends… oh, how he hated being used like this.

His ears picked up something. Movement from outside. Not the Pegasi, but they seemed to notice it too. They raised their heads when he looked away, heads pointed towards the staircase, seeing two shadows against the wall. It opened and he felt both relief and terror when he saw who stepped inside.

"Hello, we're here!" called the Doctor. "I hope you don't mind, but we just let ourselves in. I mean, the door was open and we were specially invited."

"Twilight! Doctor!" He would have said more, but the cold grip around his neck tightened.

He grinned over at him. "Ah and there's Mr Noir. Honestly, where have you been? We've been looking everywhere for you. Poor Twilight's been worried sick about you. I must than your four for keeping a close eye on him, we're very grateful."

The Pegasi didn't say anything. He wasn't even sure they could speak.

The Doctor continued talking, like he was discussing the weather. "I must say, I like what you've done with the place. Very old, very… stony. Quite homely for you, I'm sure. You lot always pick the best places to stay. Just because you're evil energy eating monsters from the dawn of time doesn't mean you can't live in style."

Dusk tried to choke out that this was a trap, but it only came out as a strangled croak. What on earth was he up to? Why was he just standing there talking to them? And was that the silent patter of feet he could hear behind him?

"Don't worry, Dusk," the Doctor said, "we're going to get you out of there. Twilight, if you will, like we discussed."

"Right." She stepped into the centre. "Weeping Pegasi, I know you can hear me. I know that you've taken Dusk Noir with the intention of getting access to Princess Luna. You wanted to lure her here so that you could drain her energy and his, to get stronger."

The feet had stopped now. He wished he could turn his head to see what had been making the noise, but the Pegasus kept his attention on Twilight. Where was she going with this?

She had her eyes on one, while the Doctor had another. "I'm here to tell you that you've been wasting your time. Princess Luna is nothing compared to her elder sister and you could just as easily lure her here with her student, who is also far more powerful than this stallion. Me."

No! What was she doing? She couldn't really be expecting to bargain with these creatures. There was no way they'd let him go in exchange for him. They'd just kill them all to get the energy they needed. He wanted to scream out, to tell her to stop, but he couldn't. He had to do something, anything but let her do this!

But he caught the Doctor's eye very briefly. He winked, his eyes flickering to the left before returning to the Pegasus he had been staring at. It was the one farthest to the right, which was now snarling hungrily. This wasn't what they were going to do. He had no intention of letting Twilight hand herself over. He wanted him to watch this Pegasus, while they watched the other two.

They had something else planned… and he soon heard what it was.

Very gradually, he could hear the sound of stone starting to be chipped away. Not looking around, he did his part in what was obviously part of their plan and kept his eyes on the third Pegasus in front of him. The one they weren't watching.

"Think about it," Twilight went on. "Celestia managed for a thousand years without her sister to do what she normally would have done and she overpowered her and sealed her in the moon for that same length of time. Does that show you she's the more optimum candidate for feeding?"

The chipping increased a little now, along with the creaking of stone, coming from where the Pegasus's neck was…

"Not only that, but I've been training for years under her tutelage, but he's barely started. If you let him go and take me as your hostage instead, then you'll get two large boosts of power when Celestia comes here to rescue me." She smiled at them. "You'll really get further ahead with this plan, I assure you."

THUD!

He looked to see the stone head of the Pegasus roll away, could feel its stony grip slacken when he looked away. Shaking himself away from the statue's non-existent grip, he turned and saw Spike standing behind them, a hammer in one claw, a chisel in the other and a grin on his face.

"Can't kill a stone, huh?" He chuckled at the now headless statue. "I don't think so."

"Fantastic work, Spike!" called the Doctor. "That's one down and three to go, but still three I'd rather not deal with."

"Always a bright side." Dusk turned to see Twilight coming to meet him. "Did you really just make a pun?"

"Not intended." She beamed and threw her hooves around him. "Thank Celestia you're safe."

"All thanks to you, Spike and, of course, the Doctor." He returned the stallion's smile. "A clever, yet simple plan."

"Sometimes, the simplest plans are the best. Twilight and I had the job of distracting the Pegasi while Spike here snuck up behind you and, uh persuaded the one holding you to let go." He looked over at the other one. "Normally, that wouldn't work, but I was counting on these four being rather weak from not having fed for so long."

"Wait, hold on, so you weren't even sure?!" Spike asked incredulously. "And you just went ahead with it?!"

"Well, it worked, didn't it? Now, perhaps we can save the hugging and shouting for later because, in case you haven't forgotten, we're in a bit of a situation," he reminded them.

The other Pegasi were all turning to face them, no longer calm and serene, but their faces contorted with hatred. The visage of evil. Staying close and edging their way slowly around them, they made for the stairs, kept their eyes on them for as long as they could and galloped down as fast as they could.

They tried to run backwards, keeping the Pegasi in sight, losing them if they turned a corner or if they dropped out of their line of sight. There were only three of them now, but Dusk doubted that chiselling tactic would work on them again. Mainly because Spike had dropped them in a panic.

"So, you know then?" he asked Twilight while they galloped.

"Yes, the Doctor explained to us what was going on. Eventually," she added pointedly.

"Eventually is better than not at all. For example, I would say that it's better that we start running eventually rather than not at all," he suggested, pointing back at their pursuers.

"Where are we going exactly?" Dusk yelled.

"Don't know, but I'll think of something!" called the Doctor.

"You're just making this up as you go along!" realised Twilight.

"Yep!" The Doctor grinned back at her. "But I do it brilliantly."

They kept pace away from the Pegasi, but Dusk knew there was only so long they could run for before they hit a wall. Eventually, they did, in the form of a circular room with a locked, heavy stone door blocking their path. It glowed faintly with residual magical enchantments, obviously very important.

"Right, back the other way!" The Doctor skidded to a halt mid-run. "Or perhaps not."

They looked at the entrance to see the three remaining Pegasi barring their path back. They had spread themselves out so they completely covered the entrance, their faces blank once again. It was like they knew there was nowhere to run.

"Don't worry, hold on." The Doctor pointed his screwdriver at the lamps around the room, keeping them lit. "As long as we keep them in our sights, we should be fine." A lamp crackled and went out. "Until something like that happens."

As if on cue from the first one, the lamps started to burst and die out. Whether it was due to their age or it was something the Pegasi were doing, Dusk had no idea. Only that they would soon be in darkness and unable to see them.

"Hold on, I've got this." He popped up three light orbs into the air, bathing the room in a white glow. "There, that should do it."

"Excellent!" The Doctor turned to him. "Now, if we should be able to get past them if we keep our eyes on them."

"That sounds easy enough," said Twilight, looking around too.

"I hope so," chipped in Spike. "Those things really give me the creeps."

"Don't worry, we just have to make sure they stay in… wait, who's looking at the Pegasi?" asked the Doctor, a note of dread in his voice.

Twilight gasped. "I thought that Spike was."

"But I figured that Dusk would."

"I assumed that Twilight would be."

"Doctor?" All three of them asked.

"Well, don't look at me! Look at them!" he ordered, pointing.

The Pegasi had now moved, their wings pointing at Dusk's light orbs. He could a sudden, but gradual drain in his magical reserves while they did, the lights beginning to flicker.

"Quick, get this door open!" The Doctor's device buzzed. "No, it won't open. This is a special kind of lock."

Twilight's horn glowed. "My magic won't open it either!"

"No, it won't it can only be opened with the right key and right now, it's our only means of escape!"

"Doctor, what do we do?!" screamed Spike.

"I don't know!" He started to mutter. "There has to be a way out… there's always a way out."

To be honest, Dusk couldn't really see one. There were no windows to jump from, no other passages other than the one the Pegasi were barring access to. Stuck at this door, with the lights about to go out and nowhere to go. They couldn't open it, not without the right key…

Wait, the key! He pulled it out, checked it against the lock. It looked like it fitted. Only one way to find out…

"Keep looking at them!" he shouted, whipping to the door. "I think I have the key!"

Twilight sounded incredulous and relieved. "How can you have the key?"

"Somepony gave it to me."

"Who did?" the Doctor asked.

He glanced back. "Don't you remember? You did."

Hoping he'd get this open in time, he pushed the key in the hole and turned it. The magic glow faded, the door grating open. It worked! They quickly hurried inside, shutting the door and hoping the Pegasi wouldn't be able to follow them inside. He heard the Doctor's device buzz and turn on some magical lanterns around the room, the light spreading everywhere thanks to its contents.

Crystal. Large and small, ranging from pink to blue, the whole room was full of sparkling crystals. Some were placed on the ground, some eerily floating in the air. Even the magical lamps that lit the room were made from crystal. The whole room just shone with them, their reflections looking back from every angle. He could see Spike's mouth drooling in one of them, Twilight's fascination and the Doctor's silent awe.

"So," he murmured, "this is why this place was locked up so tight."

"Indeed," replied Twilight. "I can only imagine what this room would be worth to some thief who came in here."

"I don't think it's just in bits that this would be valuable…" He placed a hoof against a crystal. "A great civilization, just gone. Like them…"

The tone in his voice made pity well up inside Dusk again. That sadness returned while he murmured to himself. It was like seeing this had reminded him of some kind of great tragedy or a painful memory. What did he mean, a great civilization?

He gazed at one of the crystals, transfixed by its beauty. Something sparkled inside it and he could see an image begin to form. A city, at least it looked like a city, surrounded by crystals. No, made of crystals. The entire city was made from the glimmering gemstones and, from what he could see of their tiny forms, the ponies were too. Were these relics of some ancient, forgotten civilisation, kept safely locked away in this room?

A loud crash brought him out his thoughts. The door stood slightly ajar, a stone hoof reaching through.

"That won't hold them for long," Twilight noted. "We need to see if there's another way out of here, another door or some way to get around them."

"I know how we can get out of this," the Doctor suddenly announced. "Turn off the lights in here and when I say 'now', turn them on again."

"Are you crazy?!"

"Just do it. Trust me," he implored.

Dusk was about to object, but he soon figured out what he intended to do. He looked to Twilight and conveyed silently they should do as he said. She hesitated for a moment before complying reluctantly, their horns glowing in unison until the room was plunged into darkness.

He could still hear the stone moving in the dark. He could only just make out the three winged shadows stalk inside after them, spreading out again so they couldn't escape. Out of instinct, he shone a small ball of light. It flickered again, allowing the Pegasi to step closer every second

The lights kept flickering even more, the Pegasi closing the distance every time there was darkness. He fought the urge to run, stood his ground-

"NOW!"

Dusk had to shut his eyes from the light that suddenly flared up. When he opened them, they weren't dead, nor had the Pegasi moved. They were frozen, caught in their own reflections that leered back at them from every crystal in the room.

"It worked, it worked!" Dusk threw himself around Twilight, who responded with equal enthusiasm. "Are you alright?"

"I'm better now," she replied, kissing his lips. "Now that I know you're safe."

"Yeah, we did it, we did it!" Spike cheered, holding up a crystal. "You guys want one?"

"Yes, we did…" She suddenly realised what he said. "Spike, have you been eating these?!"

"What? They're good! Oh well, more for me." He went to bite them, but Twilight swiped them out of his claws.

"All that aside, I'm glad that's over." He looked over the Pegasi. "I think I need some kind of treatment for all the staring I've been doing."

"You could have told us what you had planned, you know," Twilight said to the Doctor.

"Well, I didn't want to spoil the surprise," he said brightly. "Unfortunately, we'll have to seal this place again and since it seems we have the only key, then it can never be opened. They'll be trapped in here for a very long time."

"How can we be sure of that?" asked Dusk, with a hint of doubt.

The Doctor held up the key. "A handy little piece of magic this. You see, the room doesn't exist in the same dimension as the door and the key provides a way to bridge them together, a little like my TARDIS," he mused. "Even if they were to somehow escape looking at their reflections, they'd never get out of this room."

"If you say so…" He took one more look back and nodded. "Let's get out of here then."

Dusk felt some regret when the Doctor locked the door behind them, the magical enchantment reforming. He would have loved to have found out where all those crystals came from and about this city he had seen in it. But this room needed to be kept locked, for the good of all of them.

When they returned to check on the other Pegasus, they were shocked to discover that it was gone. There was literally no trace of it anywhere, not a single speck of dust or stone. It was just gone. The Doctor said that it must have reformed and escaped while they were busy with the other three.

"Don't worry," he assured to them, when they were out of the Forest and back home, courtesy of a teleport from Twilight. "I'll get on it. You three won't have to worry about it. I think you've done enough."

"Why, haven't you?" The Doctor just smiled that sad smile of his again, but didn't reply.

As they walked through the field they teleported into, Twilight brought up another question. "How did they know to go for you, anyway?"

"You said that they were being kept at Tube's home?" asked Dusk. "He does like to talk to himself and maybe they overheard when if he mentioned that at any point and set their sights on me once they were freed."

"Ah, here we are! Right where I left her!" announced the Doctor.

Parked in the field was a tall, blue box, about as wide as a garden shed. A single light was placed atop it, with words portraying the legend 'police public call box'. This was what the Doctor was here for? It appeared to be, for he pulled out a key to open the door.

"Where are you going?" asked Dusk.

"Onwards."

"In that box?" Twilight added.

"I can guarantee you'd be surprised." He lingered at the door. "Maybe you'd like to have a look."

Even from the door, Dusk could hear a humming inside, a light suggesting that this box was more than what it seemed. For a moment, he was tempted to take up the Doctor's offer. But after all that had happened, he just wanted a rest and he wasn't sure if he could take anymore strangeness.

"No, I… think we've had enough adventure for one day."

"I have to agree with him," said Twilight. "I think we could go for a rest."

"No arguments here," chimed in Spike.

"Really? Oh, alright then…" He sounded rather disappointed for a moment, before perking up again. "Well, there's another Pegasus still out there I need to find and I need to make sure that you get this key for when you need it."

"I suppose you would be able to do that, since you're a time traveller." He looked around at Twilight and Spike's surprised expressions. "What? With everything I've seen, that seems to be the only explanation that fits."

Twilight's expression cleared. "Well, we both know time travel is possible, so that's not exactly a far-fetched theory. Though I would like to see how exatly that's possible with this box."

"But you'd be willing to accept that?"

"Of course. I'm always open to anything that you suggest."

"You know, you two really complement each other quite well," the Doctor noted. "And I have a feeling you'll continue to."

"We will? In what way?" asked Twilight.

The Doctor only smiled. "Sorry, spoilers."

"Hey! Don't forget, you'd be nothing without me," reminded Spike indignantly.

"True enough," agreed the Doctor. "You three make a good team, you know that?"

"Of course we do. Go legendary librarians!" cheered Spike, wrapping his arms around them."

"Legendary librarians indeed," he noted with a smile. "Well, goodbye Twilight, Spike, Dusk. See you in the future."

"Don't you mean the past?" asked Dusk with a smile.

The Doctor chuckled and stepped inside the box, still smiling. "You'll like this next bit."

He closed the door and a loud thud was heard. Then came that noise again, the same one he'd heard last night, the light on the top shining like a unicorn horn. Gradually, the TARDIS faded away into nothingness.

* * *

Well, that was fun. Only one more to go now!


	41. MMMystery on the Friendship Express

**MMMystery on the Friendship Express**

Dusk stopped to breathe a sigh of relief when the precious cargo they'd been transporting was safely on the train. Even he had been surprised with the level of security and safety it had been given. It required the strength of a struggling Big Mac to lift it, a double layer of protective spells from himself and Twilight, Ray waiting on stanby to teleport it in case it fell, Fluttershy and Rainbow keeping it held up with ropes and Applejack and Rarity following with a trampoline.

On top of that, they needed to clear the streets for at least three blocks to get it to the train station and remove the wall of the carriage in order to get it onto the train. All of this to protect a cake, which the Cakes had been following with such tension that Mr Cake had fainted at the end. But they managed it.

Pinkie appeared relieved too, relaxing visibly while Big Mac replaced the carriage wall.

"Thank you all for helping me get the cake safely on the dessert car," she said to them.

"Thank _you_ for inviting us all to go with you to Canterlot for the National Dessert Competition," returned Twilight.

"Indeed. It'll be rather nice to be back there for this," agreed Dusk. "Who knows? My parents might come along."

"I'm sure the festivities will be just lovely," put in Rarity.

"Phooey on the festivities, ah can't wait to try all those tasty treats!" said Applejack, her mouth-watering.

"What she said," echoed Ray, clearly drooling.

They both stretched their hooves towards Pinkie's cake, but she slapped away Applejack's and Dusk grabbed Ray's with his magic.

"Well the tastiest treat of all is sure to be the Cakes' Marzipan Mascarpone Meringue Madness." She turned her eyes proudly to the dessert. "All that rich creamy goodness of the marzipan, combined with the tart tanginess of the mascarpone, blended perfectly with the smooth, silky sweetness of the meringue. That's why I call the Marzipan Mascarpone Meringue Madness the "MMMM"."

"MMMM," they all chorused. He couldn't help it really. The way she'd described the cake just made it look even more appealing.

"Exactly. It's the most delicious delectable delightful de-lovely cake in Equestria, and it's sure to win first prize," Pinkie said confidently.

"Zis is not so!" declared a new voice.

It was in the form of a very proud looking griffin, wearing a classic chef's hat and red neckerchief and a long black pencil moustache grew from his beak. His lion half had black fur, whereas his eagle half was adorned with grey feathers. This, combined with his beak size, made Dusk think he was less half griffin, more half seagull.

"For I, Gustave le Grand, do challenge your crude cake to a duel of delectable delicacies, against my Exceptionally Exquisite Éclairs!" He held them up, shining a spotlight on them. "They will undoubtedly strike down all ze competition, winning first prize and crowning me le champion."

"Not a chance le Grand," challenged a voice with a Manehattan accent.

"Donut Joe!" exclaimed Twilight, recognising the donut shop owner. "What are you doing in Ponyville?"

"Picking up the final all-important ingredient for my contest entry, "Donutopia!"" He presented a diorama of Manehattan made entirely out of donuts. "And with these super-sprinkles, my donuts are going to dunk all the other lousy desserts, steal first prize, and make my donut shop famous, forever!"

"Oh, Joe..." A snooty, naval voice laughed mockingly, seemingly coming from a moose made of choclolate being wheeled in through the door. "Your dippy donuts could never out-rival me."

"Hello. What's your name?" asked Pinkie, addressing the moose until a mule mare emerged from behind it.

"I, am Mulia Mild. Behold, my chocolate mousse moose. It will trample all your treats, be given first prize, and make me the greatest chef in Equestria," she declared.

Gustave rose to her challenge. "Madame Mild, you and your mousse moose are mistaken."

"Your frou-frou éclairs will never defeat my donuts," sneered Joe.

"The Cakes' Marzipan Mascarpone Meringue Madness is going to win!" cried Pinkie.

"Your simple cake could never take my moose," dismissed Mulia.

They probably would have gone on, but at that moment the train whistle and chugging of the engine announced they were getting underway. Even as the train began to move, the four competitors all glared at each other. Sensing that something might break out, Twilight stepped in.

"Well it sure looks like we're in for a delicious competition tomorrow. Maybe we should all settle in for a good night's sleep," she placated.

Fortunately it worked. Apart from disgruntled mumbling and evident animosity, the other three departed to their rooms, slamming the doors behind them.

Once they were gone, Dusk looked around at their respective desserts. They all looked very appealing and mouth-watering to be sure and each were unique in how they were presented. Though he supported Pinkie, he knew she was going to have some stiff competition representing the Cakes with these delicious delights.

His gaze lingered longest on the moose, with its smooth chocolate surface and unfocused eyes. Though it did look delectable, he couldn't shake a small feeling in his mind. The longer he stared at it, the more he was convinced that it wasn't… quite right. He couldn't quite put his hoof on it, the feeling almost negligible, but it was there.

He stretched his hoof forward to touch it. He could almost feel a tingling from the hairs on it, a sense of growing dread.

He was snapped out of it when Rainbow yawned. "I gotta admit I'm pretty beat."

"Yeah, ah'm gonna hit the hay myself," announced Appplejack.

Feeling tired himself, Dusk made moves to follow them, only to have their path blocked by Pinkie Pie.

"Wait! Didn't you hear those chefs? We have to protect "MMMM.""

"MMMM?" asked Rarity.

"Mmm hmmm," she nodded. "I know for super sure that "MMMM" is the best dessert in all of Equestria, and I know that they know it too."

Rainbow raised an eyebrow. "So...?"

"So... one of them is going to sabotage the Cakes' cake tonight! You have to help me stand guard!"

They all exchanged looks with each other before Twilight voiced what they were all thinking.

"Pinkie... you're overreacting."

"Yeah, those chefs aren't going to do your cake any harm," assured Applejack.

Pinkie was unconvinced. "But they are! I just know it."

"Fine! If you want to stand guard, go for it. We're going to bed," said Rainbow, settling the matter and dashing by.

While he edged around Pinkie, he heard her still talking after they left the dessert car.

"I'll show them. I'll stay up all night and protect you. Nothing and nopony will stop me from keeping you safe," she vowed to the cake.

"Is there any point in trying to persuade her to just come to bed and leave it?" he asked Twilight.

She looked back. "I see where your concern is coming from, but if she really wants to stay up and guard MMMM then just let her. If it makes her feel better, there's not much point in trying to dissuade her."

"I suppose you're right," he agreed, opening the door to their compartment. "Best get comfortable then."

Normally, the journey would have only taken about an hour on the train. Unfortunately, the usual train route to Canterlot through the mountains was blocked by a tree on the line, so the train had to take a detour by an alternative route, one that would take them into the night from how long the journey would be.

As such, they had to book compartments to sleep in. Due to the size of their group and the fact that three had been reserved for the chefs travelling with them, two of them would have to share one. All eyes had turned to Twilight and Dusk who, with slight blushes at the implications, had accepted. It was only natural after all.

But even though they had been dating for seven months now and they were used to spending long hours getting close to each other, Dusk was still a little nervous at the idea of sharing a bed with his marefriend all night. He still blushed and stammered when the subject was brought up, while Twilight acted a little jittery.

They were probably just being silly about it, but it was still a new aspect of their relationship they had to explore and was greeted with uncertainty from both of them.

"Right… okay then," Twilight breathed, standing before the bed they were to share. "This is it then."

"Y-y-yes," stammered Dusk. "Seems… y-y-you were r-r-right? Yesterday, I mean."

"About what?" she asked quickly.

"About us. Having to sleep together." His face burned brighter. "I um… I don't mean uh… in the usual colloquial sense but… just the literal, I mean. Y-y-you know how it's usually meant to mean-"

"I know, I get it," she snapped. "This is just a necessity, that's all. Nothing to it."

"Of course," he replied quickly. A moment of silence passed between them. "So… w-w-who should slip in first?"

Her eyes widened. "What?!"

"Into the bed, I mean! Sorry, poor choice of words."

"Of course, of course." She took a few deep breaths. "I don't know… do you want to go?"

"I believe um, it's mares first?"

"You're not just saying that because you're nervous?"

"No, no, not at all. I… I'm not nervous."

"Right. Good to know."

"Why, are you?"

"Me? Of course not, what would I have to be nervous about? There's nothing to be nervous about, so why would I be nervous? I'm not nervous at all."

"Right. So, n-n-neither of us are nervous?"

"I don't think so, no."

"Good. Glad we established that."

"Me too."

Another long, drawn-out silence passed.

"I think we should both climb in together," Dusk suggested.

Twilight nodded stiffly. "That's… that's a given, yes."

"That way, neither of us are… left waiting."

"Makes sense."

"I… I hoped so."

"Yes…" She sighed and turned to him. "Dusk, there's really no reason to be tentative about this, is there?"

"I um… no, I suppose not," he nodded.

She started to approach this logically. "We're both mature, adult ponies who've been in a good relationship for a great deal of time, most of which has been spent in close proximity to each other. We should be able to handle sharing a bed, I mean, we've shared a couch plenty of times with no problems."

He felt a small degree of comfort from those words. "That makes sense, yes."

"Exactly. This isn't so different, we're just reacting to it because of… you know, the usual implications of a mare and a stallion sharing a bed," she said, with a blush. "But we've made it clear we're not going to do that, haven't we?"

"Of course, not until… we're ready," he mumbled.

"Right…" That was still a sensitive subject at the moment. "Let's just go for it then."

Before he could respond, she crossed over to the bed and climbed in under the covers. She budged up a little, patting the space next to her. His body still felt rigid and stiff, a small trickle of sweat trailing down his head.

"Come on, Dusk. I'm getting lonely without you," she added to ease him into it.

"Well... far be it from me to keep you waiting," he returned. He swallowed and rather awkwardly climbed in with her.

"There we go. Hold on…" She closed the distance between them, putting a foreleg around him, placing a hoof on his chest and resting her head on his shoulder. "There, does um, that feel better?"

Almost the instant she moved closer, the nerves he had before began to dissipate. Instead, he felt the same sense of comfort and rightness he always felt whenever he was with her. The softness of the blankets, the comfort of the mattress and the warmth of her presence just served cement it.

"Yes… it does." He moved in closer too, wrapping a leg of his own around her and pulled her in gently. "This is… rather nice."

"I think so too." She started to play a little with the fur on his chest. "You know, I could get used to this."

"The feeling is mutual," he said, running a hoof through her mane. "Your mane smells nice…"

She smiled up at him. "Thanks for noticing. I started using a new shampoo."

"Lavender, isn't it?"

"Would it be anything else?" The silence that passed now was more comfortable than before. "So, living statues, an empire of crystal and a time travelling stallion."

"Well we've had stranger days," shrugged Dusk.

"Indeed," she giggled. "Are we planning on telling the others about that at any point?"

He chuckled. "I'm still trying to comprehend it all myself. I'd rather get that out of the way before we even consider mentioning it to them."

"I'm pretty much the same." She pursed her lips. "I'm actually regretting not seeing what was inside that box now. I could practically feel the power coming from it."

"Me too. It was like something from another world, which it probably was." Another thought occurred to him. "Do you think the Doctor might be an alien?"

"I hadn't considered that," she admitted. "I suppose if we believe he's a time traveller and that he's fought those creatures before, that wouldn't be so farfetched."

Dusk nodded. "From some stories I've read, there are plenty of examples were some aliens do look a lot like ponies."

"But we can only assume if that's the case," said Twilight. "He didn't actually tell us himself."

"No… he didn't." Another thought occurred to him. "That's something else though, isn't it?"

"What is?"

"Have you ever heard the expression of saying so much, yet saying so little?" he asked, to which she responded affirmative. "I felt that a lot with the Doctor."

"I see what you mean," she agreed. "He never seemed to say much about himself and he didn't seem keen to whenever it was brought up. He almost felt… lonely."

"You got that too? You could tell how disappointed he was when we didn't want to look inside that box of his." She frowned slightly. "What did he say it was called…? TARDIS, right?"

"I think so, yes. Wonder what it means." He shrugged again. "I suppose we'll never know."

"Yeah, just like with that crystal place." She shook her head. "All of our books on history and next to no mention of a city made of crystal, apart from some myths and nursery rhymes."

"Both of which have some basis in fact."

"But not nearly enough to answer our questions," she countered. "Maybe we should ask either Princess Celestia or Luna when we have the chance. They might know."

"They might, but then they might also ask where we came by it," he reasoned. "That might raise awkward questions we might not be able to answer and the possibility of those Pegasi getting free."

"We don't want that," she said. "Do you think the Doctor will be able to find the one that got away?"

"I hope so, just so long as we never have to hear from them again," he hoped, yawning afterwards. "Sorry to sound rude, but I think we need some sleep."

"Not at all, I think so too." She rested her head back down, closing her eyes. "I've got a feeling that I'm going to have a very good night's sleep."

"Me too." He kissed her forehead and stroked her mane again. "Goodnight, Miss Sparkle."

"Goodnight, my dearest Dusk," she murmured, their necklace halves glowing faintly in the dark.

With the comfort of each other all through the night and the soothing presence of her magic in his mind, it was needless to say that Twilight's words rang true and they both had a very peaceful sleep. When they awoke the next morning, they were both a little drowsy, but also rested and content.

Dusk opened his eyes, blurry because he wasn't wearing his glasses, to make out Twilight's purple irises already gazing up at him.

"Good morning, sleepy head," she greeted softly.

"Good morning to you," he returned, levitating his glasses on. "How long have you been awake?"

"About five minutes."

"It's hardly fair for you to call me a sleepy head then."

"I think it is. It's been a very long five minutes." She stroked his chest gently. "I had to just lie hear, watching you just snooze away and feel the gentle rise and fall of your comfy, warm chest. I thought I would die of boredom."

He rested a hoof on the one on his chest. "That does sound very tedious, I have to admit."

"Oh yes, it was very boring," she said with a smile. "I can't believe I actually managed to put up with it."

"I'll try and wake up a little earlier then, if this is what's waiting for me when I do," he returned, tapping her nose lightly.

"See that you do." She kissed his cheek and nuzzled into his shoulder. "You know, I don't really feel like getting up. I just want to stay here all day…"

"I do too, but I'm afraid we'll have to." He nodded towards the door. "They might wonder what we've been doing in here."

"They probably won't be awake yet," she whined playfully. "Come on, just five more minutes?"

"Twilight, are you getting lazy?"

"Of course not. I'm just enjoying your company, as I know you are," she winked.

"I don't deny that, but we also need to check up on Pinkie," he reminded her. "She must be really tired from staying up all night."

"I guess you're right." She sighed reluctantly, but didn't move. "Well? Go on then. I'm not moving until you do."

"Looks like Spike's starting to rub off on you." Levitating his hat over, he rose up and stretched while yawning. "Come on then."

"Right behind you." They stepped outside and rubbed their eyes. She took a look at Pinkie's cake. "Whoa!"

"I know," said Pinkie, ignorant to what they could both see. "I think some congratulations are in order for a job well done."

"Um, you better hold off on giving yourself an award just yet Pinkie... look." She touched the plate and turned it around.

"Look at what? Huh?" Her eyes widened when she saw three, large chunks taken out of all three parts of it.

First she gasped. Then she screamed. Very loudly. Loud enough that everypony else present soon arrived.

"What is it?" asked Applejack.

"What happened?" chimed in Rainbow.

"It's the Marzipan Mascarpone Meringue Madness, it's been mutilated!" she cried, everypony else gasping. "Now we just need to find out who done it."

"You mean, who "did it"," corrected Twilight.

"Exactly. Who did-done-dood it."

His marefriend gave up on that. "Well, having read many mystery novels, I know that the only way to discover the culprit is to investigate."

"Exactly." She placed a Sherlock Hoof hat on her head and started smoking a bubble pipe into Twilight's face. "And as chief detective, that's exactly what I'm gonna do."

"Uh, you're investigatin'?" Applejack asked cynically.

"Yes! And Twilight shall be my lowly assistant who asks silly questions with obvious answers," she said, popping a Doctor Trotson bowler hat on her.

"What about me?" asked Dusk.

"Easy! You can be the well-meaning pony who tries to contribute to the investigation, but who usually ends up captured a lot of times by the bad guy," she told him, without giving him some item of clothing for that.

Dusk was thankful, because his next question was, "Isn't that role usually taken by a mare?"

"Come on, you've never heard of role reversal?" She shook her head in disappointment. "Honestly, Dusk, I never would have pegged you for being sexist."

"Yeah Dusk, be a little more open," piped up Ray with a snigger to Rainbow.

"Yes, I suppose you'd know all about open to being a mare, wouldn't you Ray?" he countered.

His eyelid twitched. "I thought we agreed never to speak of that again," he said through gritted teeth, prompting a titter from Rarity.

Twilight looked as ecasttic about this as he did, which was to say not at all. "Fine, Pinkie. Should we start looking for clues?"

"Perfect silly question, my dear Twilight. Because the obvious answer is..."

"Yes?"

"No! 'Cause I know who did it."

That prompted another gasp from everypony present.

"Pinkie, how could you possibly know?" asked Twilight.

"How could I possibly not know?"

"Perhaps we should investigate, just to validate it?" tried Dusk.

"Oh, Dusk, I know you mean well but…" She tutted and gave him some ropes. "Just tie yourself to the tracks now, save the villain some trouble."

"How thoughtful of you," muttered Dusk.

"Though it's funny I mention tying to the tracks, considering who done it," she continued. "Clearly this dastardly deed was done by the baker, who knew their dessert could not measure up to the mastery of the Marzipan Mascarpone Meringue Madness. I guess you feared your éclairs lacked flair, Gustave!"

Following this, she proceeded to accuse how she had tried to defend the cake from the villainous Gustave, who had tied her to the train tracks like a moustache twirling villain and set the cake on a slow moving conveyer belt to a saw blade like a Batmane villain.

"Thus, destroying the cake, and the Cakes' chance of winning the National Dessert Competition," she finished.

"But it makes no sense!" protested Twilight.

"What do you mean, lowly assistant?"

"Well first, if you were tied to the train tracks, how are you now here?" she asked.

Pinkie frowned thoughtfully. "Huh... guess that isn't a totally silly question."

"And second, the cake hasn't been sliced, it's been bitten. Just look at the teeth marks!" she pointed out.

Pinkie frowned thoughtfully. "Hm... you're right, my fine fellow. Gustave le Grand is clearly in the clear, which means the "MMMM" was destroyed by another baker. A baker who's donuts are do-nots. That's right, it was Joe! Or as he's known the spy world, Mane. Con Mane."

Portraying Joe as some kind of suave, classy spy, she painted a picture of how he had first knocked her out with a gas bomb, deactivated the laser security system surrounding the cake and sliced it up with the same system.

"Crushing the Cakes' chances to win!" she finished again.

Twilight set her straight again. "Pinkie! There is no laser beam security system. And Joe is not sleek, stealthy Con Mane! He's big, gruff, and messy!"

"Hey!"

"Although, you would look rather dapper in a tuxedo," put in Rarity.

"Also, again, bitten not sliced," reminded Dusk.

She frowned again. "Huh... you may be right, lowly assistant and helpless cohort."

"_May be_?"

"Now that I'm taking a closer look at these desserts, I see that one simply cannot look me in the eye." While she pushed against the moose, Dusk noted how rigid it remained. "Hmm, odd. That's pretty hard chocolate."

"Pinkie, hard or not, that mousse is a moose!" cried Twilight.

"Yes, and the mule behind the moose panicked when she saw the mastery of the "MMMM"."

"So you're saying that the culprit is..."

"Mulia Mild!" she accused.

Now, another wild accusation, she had Mulia as a stealthy ninja, who snuck up behind her, knocked her out with a frying pan and sliced up the cake with a katana sword.

"Putting an end to the Cakes' dreams of taking first prize. Huh, I hope you're proud of yourself Mulia," she growled.

"Pinkie stop! This is ridiculous! Look at her!" The mule was trembling from the accusation.

"And again, bitten, not sliced." Dusk highlighted them with his magic. "Note the teeth marks, not sword marks. Bitten, not sliced," he went on, creating colour shapes for demonstration.

Pinkie sighed in defeat. "I guess you're right..."

"Thank you!" they said in unison.

"But I was so sure that it was one of the other bitter bakers that destroyed the "MMMM". That way, their delicious dessert would reign supreme. I mean, just look at Joe's Donutopia. It's a spectacular city of donutty delight, topped temptingly in sprinklicious sprinkles. And Gustave's éclairs look incredibly edible, with glistening glaziness. But then there's Mulia Mild's Mousse Moose. Hoh, why this mouth-wateringly marvelous mousse moose tempts the taste buds with its silky, smooth, yummy-nummy, chocolateyness."

While giving these descriptions, everypony else started to drool at how tasty they sounded. Even Dusk licked his lips a little.

"So why did this criminal devour the Marzipan Mascarpone Meringue Madness while leaving this trio of tasty treats untouched?" she asked.

Almost as soon as she said this, the train entered a tunnel and plunged them into darkness. Dusk heard movement all around him, munching sounds and another scream from Pinkie. But that wasn't all he could hear. There was a sound of screeching metal, the chugging of the engine becoming less frequent. That could mean only one thing.

They were stopping.

"What on earth is going on?" Rarity's horn started to glow, giving them some light. "Why are we stopping? We can't be there yet."

"We aren't there yet," affirmed Dusk, letting three orbs illuminate the dark and looking out the window. "We're still in the tunnel. Why has the conductor stopped us here?"

"Maybe they're having some engine trouble," suggested Twilight. "They might be stopping to check and make repairs."

"Seems a bit of an odd place to stop it though," he remarked.

Looking around, he saw ranging expressions from confusion to fear appear on the faces of his friends. The other chefs had apparently went at each other's desserts in the dark and seemed a little more preoccupied with them at the moment.

"Mulia, are you being out of your mind?!" snapped Gustave. "What is it that you are making your Moose out of? Biting into it she is, how you say, like stone!"

"What?! You mean you actually tried to eat it?!" she demanded.

"Of course! Madame Pinkie made it sound so _tres magnifique_, I 'ad to!"

"That gives you no right to-"

"Wait a moment." Gustave's words started to register in Dusk's mind. "What did you say it was like?"

"Like stone, monsieur," he repeated. "Hard and tough, I almost broke my beak!"

That sense of unease he'd felt upon seeing the moose had now grown. He didn't know how this was possible or how it had managed this, but his suspicions were growing as to what it might be. He exchanged a look with Twilight. She was looking fearful too.

"Okay, we need to find out what's going on," she said decisively. "Ray, Dusk, you two head up to the engine and see what's going on. We'll keep our eyes open for anything here. Be careful, okay?"

"By your command," he complied. "Come on, Ray."

"Right behind you, buddy," he affirmed.

"Ray, wait." Fluttershy shuffled nervously on her hooves. "You um… you be careful too."

He grinned back at her. "You know me, Flutters. I'll be fine."

Hoping he hadn't just jinxed himself, Dusk opened the door to the first carriage, letting his orb of light go before him. Their hoofsteps were alarmingly loud in the encompassing silence, their shadows stretching out in front of them.

Dusk passed his gaze around the carriage, his eyes focused on anywhere his light didn't quite reach. He knew all he had to do was to keep it in sight, if it was here and there were plenty of ponies to do the looking, but that didn't make it any less terrifying.

"Look at this." Ray indicated the windows in the carriage. "The blinds have all been pulled down here."

Dusk examined the bulbs in the lamps. "These have all been smashed. Give it the advantage of darkness."

"Do you know what's causing this?" he asked bluntly. "You look like you know something."

"I have a suspicion. Growing, but I still really, really want to be wrong about it," he said sincerely.

"Right, that fills me with confidence, thanks," he muttered. "Let's keep going then."

They continued on through the carriages, moving slowly and checking every inch of them. They were all in the same state as the last. Blinds shut, bulbs smashed, leaving them in complete darkness. Only now that the engine was no longer going to Dusk realise how quiet it was. That just made it even worse.

He flinched when he heard movement ahead of them. He raised a hoof to halt Ray and to keep quiet, to which he complied. Sending his light ahead, he stalked forward like a naturalist approaching a sleeping lion. His hooves barely made a sound, his ears strained to listen for anything. Only when he approached the door did he realise his legs were shaking.

His magic aura touched the handle. Slowly, he turned to open it, peering through the window of the door. He squinted into the dark, about to send his light ahead-

"AGGGGH!" He leaped back when something charged out of the dark and barrelled right into him. "Help me, help me!"

It wasn't made of stone, but flesh and fur. It also wore a striped white and blue hat and blue overalls. It was the train conductor and he looked positively terrified.

"Help me! Please, you gotta help me!" he begged.

"Sir, calm down," urged Dusk, working to slow his own breathing. "What happened? What did you see?"

"I… I don't know," he stammered. "I, I, I turned around and i-i-it was just there. Standing in front of the furnace. It… it did something, made the fire go out, right in front of me. Then… then it came for me. Turned out the lights. It's still coming!"

"What was it? What did this?"

"Please, it's coming! We need to run! Help me!"

"Just tell me what it was and I can help. What was it?"

His next words confirmed his fears. "It's… it's impossible. A statue o-o-of a Pegasus. It was moving… but how can a statue move?"

"Why don't you ask it yourself?" Ray suggested, pointing past the conductor.

Dusk looked and froze just as it did. Legs outstretched like a zombie, snarling in malice out of the dark, was the Weeping Pegasus. The one that had escaped them back in the Castle. It had come back.

"No, no, no! Don't let it get me!" screamed the conductor. Scrambling past Dusk, he bolted down the corridor.

Dusk barely turned to acknolwdge his departure, his eyes firmly fixed on the Pegasus. It might be dangerous, but there was only one now. All they had to do was to keep this one in sight and find a way to get rid of it…

"Dusk, go! I've got this!" Ray charged straight it, his horn glowing.

He blocked his line of sight of the Pegasus. He didn't know what he was up against.

"Ray, don't!"

It was too late. The Pegasus had already moved, the tips of its wings touching Ray's head. He was on his knees, screaming, his horn still glowing. The usual yellow aura changed, turning a deeper red. Something expanded between them, Dusk hurried forward-

Only to be knocked back when Ray shot straight into him, forced backwards by an explosion of magical energy. Landing on top of Dusk, his body glowed faintly with that same red glow before he groaned and slumped over. He didn't move.

"Ray? Ray, can you hear me?" No response, but he was still breathing. "Okay, you're just unconscious."

He looked over at the Pegasus, which had been blasted back too. It was frozen in a slumped position, its stone body showing some cracks in places. Whatever it had just tried to do with Ray had failed, stopped by some kind of magic he'd performed. It was still angry though and he had a feeling that it wouldn't stay down for long.

"Heavier… than you look," grunted Dusk, hefting the stallion onto his back.

Hurrying as fast as he could with Ray weighing him down, Dusk made his way back through the carriages. He made sure to look over his shoulder while he went and could see the silhouette of the Pegasus in hot pursuit. It still had some distance from him, but it wasn't taking long to catch up.

"Oh no! Ray!" Fluttershy hurried forward, propping his head up. "What happened? How did he get like this?"

"It's okay, he's just out cold and that would be the reason." He whipped his head back around and pointed at the snarling stone face in the doorway.

Three simultaneous high screams and slamming of doors told him that the three chefs had fled into their compartments. The girls all reacted with surprise and fear too, but having faced similar horrors, they stood their ground.

"What the hay is that thing?!" exclaimed Rainbow. "Looks like some kind of freaky statue."

"That's exactly what it is," answered Twilight. "Pinkie, Rainbow, you two keep your eyes on it. Don't take them off it for a second, don't even blink."

"Ooh, staring contest!" said Pinkie brightly, standing next to Rainbow and staring straight ahead.

"Guess that means that y'all know what the heck this here gothic reject is then?" asked Applejack.

They affirmed this and proceeded to briefly explain the nature of the Pegasus and how they had come to encounter them. They didn't mention the Doctor, as that might be too much to take in, but they made it clear that the Pegasus's intentions weren't friendly.

"I could have guessed as much." Rarity glared at it. "Utterly distasteful thing, I wouldn't have it in my garden."

"But what's it doing here?" Rainbow asked, still keeping her eyes on their attacker. "Why was it pretending to be one of the desserts?"

"We were told that these creatures need potential energy to live, but from what I gather, they can feed off any kind of energy. There must be something in Canterlot that it wants, since it can't free its fellows," reasoned Twilight.

"Something that would require it to be in the competition." The answer came to Dusk in an instant. "Like being the winning entry! Pinkie, did you say that you were in here all night?"

"Yep, I never left the cake's side," she affirmed. "Not even when I was sleeping."

"Did you notice anything odd during the night?"

"There were a lot of bangs and noises and shifty shadows that made me leave to check and one time the lights went out in the whole place," she told him.

"It must have identified 'MMMM' as the biggest competitor and did what it could to knock it out of the running and hoping Pinkie would discredit the other chefs so that it would have the best chance of being the winner," he deduced.

"Hmm, who would have known scary statues would like meringue?" mused Pinkie idly.

"Even then, it wouldn't be necessary entirely for it to win, just so long as it's close to the Princess. It's tradition that the Princess gets the first slice of the winning cake at the end and she'd have to be there to look around at the others regardless," went on Twilight. "Either way, it would be in perfect striking distance when she would be completely unprepared."

"Guess now it's changed its plans," remarked Applejack, glancing at it. "Pinkie describin' the other desserts like that musta put a scupper in its scheme when Gustave tried ta eat it."

"Indeed," agreed Twilight. "Now that its cover has been blown, it must be resorting to desperate measures to make sure we don't reveal anything about it and find some other way to get the energy it needs."

Rainbow whipped her head round, looking furious. "Well, that thing can just forget it. No way I'm just gonna lay down while it chows down on the princesses!"

"Yeah, especially after what that meanie did to Ray!" added Pinkie.

"Exactly, but we need to…" Dusk realised something. "Wait, Rainbow, Pinkie? If you're facing us then… who's looking at the Pegasus?"

Rainbow and Pinkie froze in stunned realization. Their eyes all turned to find the doorway empty. The Pegasus had gone. A chilled silence descended upon them, as did a growing sense of fear.

"Nopony move, stay exactly where you are," ordered Twilight. "Face outwards in a circle, cover all directions. If you spot anything stone with wings, let the rest of us know immediately."

Dusk did as he was instructed, facing the right most windows. He kept his light hovering above them to provide the most illumination and watched with rapt attention the darkness outside. If only there was some way he could see further… well, there was, but it was a new skill to him that he had to hone.

Well, practice makes perfect, he thought. Concentrating as hard as he could, he reached out with his mind into the surrounding darkness. Even if his eyes couldn't penetrate the dark, he'd know if there was something close. It took a lot of energy though and he was already starting to feel the drain.

"You see anything?" whispered Twilight, her and the girls radiant in the dark.

"Hold on… give me a…" He felt something. A disturbance, making him turn his head. "There, rear cabin!"

They all turned, Dusk cancelling the spell. Almost like the creature that lurked within it, the darkness down the carriage was creeping closer towards them. Every second, there was the sound of bulbs smashing and blinds coming down, all serving to mask the approach of the Pegasus.

"Dusk, what are you waiting for?" hissed Rarity. "Light its approach!"

"Hold on, I have an idea…" He extinguished his orbs and waited.

"Dusk, what are you doing?!" Twilight looked at him like he was crazy. "Once it gets to the carriage, we won't be able to see it!"

"Just trust me." He didn't take his eyes off the coming dark. "We just need to wait until it gets a little closer…"

It had reached the third passenger car, making its way through the dining car. Was it his imagination or was it getting faster?

"Anytime would be good now, sugarcube," whispered Applejack.

"Little closer…"

Out of the dining car. Past the compartments. He could almost picture it, travelling with the dark. It was almost there, reaching the threshold of the dessert car. The blinds shot down, the bulbs exploded.

"Dusk, now or never!" shouted Rainbow.

"Now!" Light flared in the carriage, halting the silently screaming Pegasus right in its tracks, mere feet away.

"Red light!" Pinkie's eyes widened like saucers. "Now what?"

"Twilight, you teleport behind it. Get into the compartments and teleport the chefs out into the tunnel, then head for the exit," he instructed.

"What about all of you?"

"We'll give you ten seconds, after which we'll all start to leave one by one." He gestured with his head. "We can slip out of the gap in-between the couplings of this car and the next one and out into the tunnel. From there, we can make it to Canterlot on hoof and warn the princesses when we get there, because I have a feeling the Pegasus will be right behind us."

"Are you sure about this?" she asked.

"No," he answered honestly. "But it's the best chance we have."

She hesitated for a few seconds. "Okay, let's do it then. Stay safe, all of you." She kissed his cheek and teleported away.

Ten seconds. Dusk started to count down, trying his best not to be distracted by the sounds of Twilight teleporting. The blank, sightless eyes of the Pegasus never left them. Fixed like a predatory beast. Already, he could feel it starting to drain his strength, the light flickering a little.

He kept it up though, he had to keep them safe. Six times, one for leaving, one for returning for each chef. He reached zero by the time she had stopped.

"Right, our turn," he said the others. "Fluttershy, you leave first with Ray. Rarity, you go next and light the way. Applejack, follow and help carry out Ray, then Rainbow, then Pinkie and I'll go last."

He heard Fluttershy grunting from the effort. "Come on, Ray. You'll be fine, I'm here. I won't let it get you…"

It soon faded away completely.

"I must say, I'm used to staring for long periods, but it's usually at my own reflection," remarked Rarity, taking her cue to leave.

"Sure wish we had a mirror we could stick in front-a this thing," agreed Applejack, departing swiftly.

Rainbow growled a little. "Dusk, you go next instead. I can handle a little staring."

"Yes, but you also can't maintain my spell," he countered.

"I don't like this though. I don't like leaving you with this thing."

"Don't worry, I'll be with him," piped up Pinkie.

"Yeah, but then you'll be gone and he'll be on his own." He could hear the strain in her voice. "Guess this is what Twilight means when she says you can be smart and stupid."

"None more so than you," he countered. "Go now please… this is becoming a little taxing."

She lingered for a few more seconds before she left too, with only him and Pinkie left.

"Dashie's right though," she noted. "I don't like leaving you with this nastie wastie, creepy weepy quantum lockey Pegasus either."

"I'm not very happy about it either." A slight flicker bought it an inch closer. "But, you know what they say about facing up to scary things? Giggle at the ghostly, guffaw at the grossly…"

Pinkie continued on while she headed out. "Crack up at the creepy, whoop it up with the weepy, chortle at the kooky, snortle at the spooky…"

The rest of it was lost as echoes down the tunnel. Now, he was alone with the murderous monster before him, his eyes beginning to sting and his strength still waning.

Dusk kept his eyes on it, putting as much energy as he could into the light. All he had to do was back slowly away to the gap and run as fast as he could. He started taking steps back, slowly and carefully, still keeping eyes on the Pegasus. It wasn't far, he could make it…

His hoof stepped on something slippery before he noticed. It was a fallen part of one of Gustave's ecclairs. Losing his footing, he slipped and crashed to the floor. He tried to scramble back to his hooves, turn eyes back to the Pegasus.

Something touched his head, cold as marble.

* * *

"My goodness, that face, that awful face!" Mulia was still trembling violently. "I've never seen anything so horrid in my life!"

"I know, but you're safe now." Twilight couldn't really offer her much sympathy, not while her friends and Dusk were still in danger.

"What about our desserts? My éclairs?" asked Gustave. "You cannot expect me to just leave 'zem zhere with zat zhing!"

"Right now, Mr Le Grand, there's more important things to worry about than your sweets," snapped Twilight, shutting him up.

She kept watching down the tunnel for any signs of them. She knew that Dusk's plan had made sense and for now it looked like it was working. Of course, looks could be deceiving and she wasn't going to feel like they'd pulled it off until Dusk was back at her side.

"He's gonna be fine, Twilight," said Joe comfortingly. "I gotta feeling that kid's tougher than he looks."

"More than you know," she murmured.

He shifted on his hooves. "Look um, I woulda stayed and helped, but um, I thought that I should stay with these two. Keep 'em safe, you know? Make sure they weren't scared or nothing."

"Of course, Joe." Despite herself, she giggled. "If I didn't know any better, I would say that you were just scared."

He chuckled. "Are you kiddin', Twilight? Nopony scares Pony Joe."

"Hey!" He jumped and yelled from the sound of Rainbow's voice while she approached down the tunnel. "You guys all okay?"

"We're fine. I thought that Fluttershy and Ray were leaving first," she noted.

"They did, but I flew on ahead to check on you and the chefs. The others are all right behind me," she reported.

Twilight nodded and could already see the growing dot of Rarity's horn in the distance. She began to feel relief as they trickled by, Fluttershy setting Ray down on the tunnel wall and trying again to bring him round. That relief quickly drained, however, when she noted one important member of the group missing.

"Where's Dusk?" she asked, her eyes darting around for him. "Why's he not here?"

Pinkie looked back. "He should have been right behind me. I thought he'd catch up soon."

"Now, hold on y'all, let's not start a panic here…"

"Something dreadful must have happened!" Rarity cut off. "He must be still trapped on the train with that thing!"

That was all Twilight needed to hear. "You all wait here, I'm going back for him. If we're not back in five minutes, go on without us."

"Twah, ya can't go back there by yerself!"

"I have to, Applejack." She gathered energy for another teleportation. "Don't try and stop me."

She saw them start forward, but the blinding flash and whirling of the spell had already transported her. The carriage may have been dark before, but now, even with her horn glowing and giving some light, she could barely see a few feet in front of her muzzle. It was everywhere, pressing down upon her.

Still, she wasn't going to let it scare her, nor the Pegasus that undoubtedly was waiting for her, even if fear was now starting to wrap its icy grip around her. Dusk was here somewhere and she wasn't leaving until she got him back.

As long as she could see it, she would be fine.

"Dusk? Dusk, where are you?" There was no reply. "Please tell me you're okay, please."

She yelped when her hoof touched something wet. Looking down, she saw that it was just a piece of cake that had fallen onto the floor. She breathed slowly, feeling her heart pounding against her chest. She needed to get a hold of herself…

"Dusk? If you're here, give me some kind of sign, please," she called. "It's not safe here."

"I know that."

She almost jumped again when his voice spoke, so close to her. She should have felt glad but… there was something wrong with it. Something nto quite right.

"Dusk? Is that you?" She still couldn't see him. It was too dark. "I came back to find you."

"I know and now you have." His tone was cold, almost mocking.

"Where are you?" She glanced over her shoulder. "We need to get out of here, before the Pegasus gets us."

"It's too late for that now, Miss Sparkle. It's already got me."

Those words chilled her blood. "What did you say?"

"The Pegasus already got me. It snuck up behind me in the dark and snapped my neck," he said, almost casually. "Very quick, very sudden. I didn't even have time to scream."

"No… no, that's not true," she insisted. "If you're dead, how can I be talking to me?"

"Perhaps you're not. Perhaps you've simply been driven to insanity and are now hearing the voices of dead ponies in your mind," he replied lightly. "Poor little Twilight, gone mad."

"No, no I'm not mad!" She could hear the break entering her voice. "I can hear you, I know I can. You're alive!"

"Or maybe you're dead and if you're not, you soon will be."

"Dusk, stop it! This isn't like you, this isn't funny!" She started to back away, eyes searching the dark. "Where are you?!"

"Here." She whipped around, saw blue in the dark as shadows slithered after her.

Before she could react, they had wrapped themselves around her. She couldn't even move her legs from how tight they had coiled around her body like snakes. Now, she could see Dusk. His face was blank and serene, his eyes cold and dead.

"I knew you would return, Miss Sparkle. Your love for me, it's so strong and pure."

A horrible screeching sound followed his words, like a thousand ravens cawing combined with hoof-on-chalkboard.

"Dusk, what are you doing?!" she screamed. "Why are you…?"

Something caught her eye, peeking through the dark behind him. She could see something behind his head. The stone feathered tips of two wings touching either side of his temples. Then she noticed how rigid his body was. Like a statue.

"It's you, isn't it? You're using Dusk like a puppet, using his powers and his voice."

"Once again, Miss Sparkle, your powers of deduction astound me," the Pegasus echoed.

"Stop doing that!" she yelled. "Stop sounding like him!"

"But I am him, Miss Sparkle," it replied. "I'm your sweet, loving Dusk. Why don't you embrace me, kiss me? Show me how much you love me."

"You're not him!" she growled. "You're just using him and I want him back!"

"Why would I want to give him back?" it asked. "He's always been willing to help others and now he is. He's helping me live. Doesn't that make you proud of him?"

"Not like this!" she argued. "You're manipulating him, controlling him!"

"He already has the power. I just had to take it," it said. "Such power he has too, it truly is. I can only imagine what yours will be like."

"Stop it, just stop it!" she cried. "Just leave us alone!"

"I will leave you alone. I will leave your lifeless carcasses alone once I'm done sustaining myself. It shouldn't be long now…"

If there were any doubts concerning the cruelty of the Pegasus, they were gone now. "Why? Why are you doing this?"

"I do what I must to live, to guide you on the right tracks to me so that I could achieve that," it answered. "I thought you would be clever enough to work that out, Miss Sparkle."

Something about how it said that made her figure out something else. Guide them on the right tracks…

"You blocked the train tracks!" she realised. "But why? Why extend the journey to your destination?"

"For the chance to make you all afraid, Miss Sparkle."

"But what for?"

"For fun, Miss Sparkle."

"Fun? You think this is fun?" Despite all she knew, this still shocked her. "How can anything consider this fun? You're… you're a monster!"

"Yes, I am and that's what is so fun. Being the monster, revelling in your true nature, is truly joyous," it said, almost with reverence. "Dusk knows this and soon, your other friend Ray will too."

"What does that mean? Dusk isn't a monster and Ray most certainly isn't either," she said firmly.

"But he is." She could hear the smile in its voice. "I have seen into his mind. I have seen the rage and the hatred that burns deep within, not dissimilar to the fire that once burned in mine. It longs to be free, to destroy and to burn all that it sees. Little lonely Ray holds the key to all of your destruction and you don't even know it's there."

That horrible screeching sound came again, making her clutch at her ears.

"Stop doing that!"

"Why? He will help the Beasts to rise again and is powerless to stop it. It's the most amusing thing that I've ever heard."

Then, she realised what that sound was. It wasn't any sound of anger or hatred. It was amusement. The Pegasus was _laughing_. Even laughter from this creature was the foulest, most evil thing she'd ever had the horror to hear.

From all that it had done, all that it planned to do, only one thought entered Twilight's mind.

"I'm going to destroy you," she vowed. "I don't know how or if I actually can, but I'll find a way. You're dust, Weeping Pegasus."

A moment of silence passed. "Now, it seems we are all monsters."

"Maybe, but I'll make sure there's one less," she countered.

"And I'll make it two, because guess what I've just remembered?" She started to feel weaker all of a sudden and it only increased. "You have your connection through your necklaces. Now, I can feed on you both."

She had to act. Twilight tried a levitation spell, just to use something in the room as a weapon, but even that was becoming too taxing. But she had to try… no, she couldn't. It was too much…

"You will both help feed me, together. Won't that be lovely?" When she looked, the Pegasus was actually smiling.

They were going to die, as food for this monster from the darkest reaches of time. She could feel it, crawling around inside her head like a spider. Sheer cruelty and superiority, fuelled by a will to dominate. To feed. It wouldn't stop here. It would feed off her friends, her family, her teacher, her home, all of Equestria, until there was nothing left. It would grow stronger and it would breed. Nopony would be able to stop them.

She and Dusk would die… together. But no. They'd faced worse. Vividly, she remembered that Paraserpent, when it had her and it was feeding off her, like this Pegasus was. Dusk hadn't given up on her. He'd saved her. Since then, they'd overcome threats just as evil and monstrous as this one and they'd never once given up on each other. Nor had their friends or the ponies whose lives depended on them. Their need to protect them… to protect each other.

They hadn't given up then and they weren't going to start now. He just had to remember that… and she knew just how to do it.

She kept her mind going, learning all she could in the time she had. The way it was feeding off her, that too needed energy. Just as much as her spells did. It was her only chance, a slim one, but she had to take it. Concentrating with all of her might, she followed the stream of energy flowing between her and Dusk, touching his mind even as it was in the cold mental grip of the Pegasus. She called to him, to come to her aid.

And he heard her. He responded. His head moved a fraction, his eyes flickered, but she knew she had him. Now, together, they followed the stream to the Pegasus, combining their magic, remembering that compared to them, they were strong and it was weak. She understood how it was doing this, how it was draining their energy.

And together, they began to reverse it.

"What is this? What's happening?" The Pegasus had noticed this. "What are you doing?"

Twilight ignored it. The more she siphoned back her strength, the more she could increase the spell. Dusk was doing it too, she could feel his mind working in time with hers. The stone grip of the Pegasus started to weaken, but they kept the connection open. They needed to finish this.

"Stop. Stop, whatever it is you're doing." Was it ordering or was it begging? "My strength is waning. If you keep doing this, I will die."

"I… know…" she growled.

"But you are hurting me," it protested, the voice growing weaker. "You're hurting Dusk by doing this."

Just as its coils left her mind completely, Twilight uttered the last words it would ever hear.

"You're… not… Dusk!"

It was gone. She sharply breathed in oxygen and collapsed to the floor, coughing when she hadn't realised she was holding her breath. Or maybe she couldn't breathe. The darkness in the car lessened significantly. His magic had stopped…

Dusk! As soon as she could stand, she hurried over to his prone form. She turned him over, pressed her ear against his chest and felt her knees give way with the relief that swept through her. She could hear his heartbeat, feel the rise and fall of his chest. Just like she had last night.

"Come on, sleepyhead," she whispered. "Wake up…"

There was nothing at first. Did his leg twitch, or was it her imagination? No, it did. She could feel it being placed gently, lovingly around her. His head shook a little as he lifted it up, so she repositioned herself, supporting the back of it until he would be strong enough to stand.

"How long… have I been out?" he asked weakly.

"Only about a minute," she answered quietly.

"Then… you can hardly call me… a sleepyhead, can you?"

"It felt much longer to me. You know something, Pinkie was actually right," she said, holding him close. "You mean well, but you always have to end up being rescued."

He laughed. "That's not such a big problem, just so long as you're always there to rescue me."

She smiled and brought up his lips to touch hers. It wasn't like she needed it, but it was times like this that she remembered how strong the bond between them was and that neither of them were willing to let it break.

Almost like an afterthought, she looked over at the spot behind him. Where the Pegasus had been, there was now a pile of gathering dust. There was a wing here, a leg there, but it was all gradually crumbling away. Like time had only now caught up with it.

"We did it." Dusk touched it with his hoof. "We beat it…"

"Yes." She blew it off. "Yes, we did."

* * *

They'd found the conductor cowering in one of the toilets further down the train, once they'd gathered the others back inside. It took more than a little convincing for him to return to the front and get the train going again, even after he had seen the pile of dust the Pegasus had become. Even then, he insisted that one of them stay with him to make sure it didn't come back. None of them really minded, they were all just glad it was over.

Once they arrived in Canterlot, the chefs quickly stowed away to a kitchen where they combined the pieces of their scattered desserts into one entity. Mulia even managed to place a new moose on the top for her contribution, though she made doubly sure that it was made of chocolate and not stone. They even managed to get first prize, though none of them actually got a slice of the cake before Pinkie at the whole thing in one go.

Wanting to get away from the crowds for a bit, Dusk managed to slip away with Twilight and they walked in comfortable silence through Canterlot's halls. He revelled in the joy and happiness her presence gave, her side against his while they walked. Everything that had attempted to come between them they'd always managed to beat off and come back stronger. Even Dusk was amazed at how often it had happened.

Yet he couldn't help but wonder briefly… what if their luck ran out one day? It wasn't a pleasant thought, but it might… especially after what the Pegasus had said to Twilight when it had been in control of his mind.

Twilight seemed to sense his unease. "Are you feeling okay?"

"About as well as can be expected." They stopped at one of the windows, feeling the sun gracing their skin. "What do you think it meant, Twilight?"

"I honestly don't know," she replied. "We asked Ray about it and he said he doesn't know either."

"I know, but… he managed to keep that thing out of his head somehow, even knocked it back," he recalled. "Also, he didn't exactly say he didn't know. He just didn't say. Like he's hiding something."

"What do you think that might be?"

"I'm just guessing," he shrugged. "Whatever it was that let him do that, I hope it'll be on our side."

"If that something even does exist," she noted.

"Still prefer to have the facts?"

"You know me."

He laughed. "Even so, what about what the Pegasus said? That the Beasts would rise… what does that mean?"

"You heard it. It was cruel, sadistic, it was just trying to scare me. It lied," she assured. "And if these Beasts do show up, we'll just do what we always have done."

"Dusk Noir, sir!" He stopped when he recognised those formal tones.

"Dreadwing?" He looked to see that it was indeed the former missing guard. "What… you're okay? Knock-Out too?"

"Affirmative, sir!"

Twilight too sounded amazed. "But we thought you were attacked by the Weeping Pegasi."

"Correct ma'am, but we were found and we were returned, ma'am! May I say that it is good to be back?"

"Yes, you may," nodded Dusk, smiling now. "So, what happened? How did you get back?"

"We were saved, sir, by a stallion Earth pony, sir! He waits for you both in the garden, sir and ma'am!"

Dusk exchanged a look with Twilight, thanked Dreadwing and they galloped straight off for the gardens. He'd had a feeling the stallion might show up in the wake of this, but he was still surprised regardless.

It didn't take long for them to spot him, leaning casually against the door of his time machine. His wooden, blue time machine.

"Fancy running into you two here," he remarked when they approached.

"We could say the same for you," returned Twilight. "I suppose you've heard about what happened?"

"I did indeed and well done to you both. Not many can say that they've faced a Weeping Pegasus and still be in the same time stream to tell the tale. You two are really something special," he noted with a smile.

"I guess we are," agreed Dusk. "I still wonder how it managed to disguise itself."

"The Pegasi are creatures of perception. I'm guessing it used a high level perception filter to disguise itself as one of the desserts. That would have been demanding on its energy reserves no doubt, but it must have thought it was worth it for the meal at the end."

"I'm just glad we stopped it in time," he said honestly. "It looks like we did a better job than you did at any rate."

"Hey, it wasn't like I didn't try!" he defended. "That thing led me on a wild goose chase… statue chase across all of Equestria. Scattering its signal, making it looked like it jumped a time trace. It's like trying to catch a drunken fly with a gin glass, which I did try."

"What for?"

"He was a foreign dignitary of his race. All it would have taken was one swing of a newspaper and there would have been an intergalactic war. A very delicate situation."

"So you used a gin glass?"

"It was all I had. It was either that or the blender."

Dusk just shook his head. "And you found the two guards?"

"Yep. Stroke of luck really, when I followed one of the residual time traces. It turned out to be them, gotten themselves into a bit of a scuffle in the fifth century when a pig farmer got some manure on Knock-Out's armour." He smiled fondly. "That's the third time there's been an arrow in the TARDIS door."

"I don't even want to ask about the other times," muttered Twilight. "And you brought them back in that?"

"Is that its name?" asked Dusk. "TARDIS?"

"That's her. Time And Relative Dimensions In Space," he explained. "My transport, home, constant companion."

Twilight glanced it up and down. "I'm still having a hard time believing it's a time machine."

The Doctor raised an eyebrow. "Really? It vanishes right in front of you and you still doubt it?"

"It could just as easily be some kind of advanced magic."

"There's another way to find out." He pushed open the door. "Take a look. She won't mind."

Once again, Dusk was very tempted. He heard that humming sound, could see the glow shining through the doors and could make out a whole room in there. Just standing here, it felt like it should be impossible.

"Go on. You know you want to," winked the Doctor.

He glanced at Twilight who looked just as curious and tempted as he was. Reaching a kind of unspoken agreement, they stepped inside.

"Oh my…" Twilight froze like she was a Weeping Pegasus. "This is… this is…"

"Amazing," finished Dusk.

"I was going to say impossible but… that works too."

It was bigger. That was the first thing that hit him. Despite the small exterior, the interior was the inside of a small house. Tall columns rose around some kind of console that was set up in the centre, barely being able to make out what most of the buttons and switches on it were. He was almost tempted to go out and check again, but he believed what he was seeing. It was bigger on the inside.

He pressed a hoof to the transparent column set in the middle of the console. A faint vibration travelled up his leg from the contact. It was like it was greeting him. This whole place it was… it was…

Alive. That was the only word he could use to describe the interior of the TARDIS. The columns that grew from the floor up into the wall, the circular chamber they stood in, made from the same kind of rocky texture. He could actually see some flowers and small cracks growing from crevices, feel the humming of the energy that exuded from its very essence. It… no, she, was alive.

And she was beautiful.

"Quite a lot of space," he remarked to the Doctor when he stepped out of the doors. "But nopony to share it with?"

His smiled raised. "Are you offering?"

"No, thank you," he replied, Twilight nodding too. "I think our stance is still firm on that. Sorry."

"That's fine." He kept his smile though. "Don't you worry about me. I've actually managed to pick up somepony who's rather keen on travelling with me." He glanced at his watch. "Speaking of which, I should probably go and pick her up now. Don't want to keep a lady waiting, now do I?"

"I suppose not." He smiled sincerely. "I'm happy to hear that, Doctor."

"She said she knows you, actually," he remarked. "A wall-eyed pegasus by the name of Derpy Hooves."

"I've met her once before, yes," he affirmed. "Take good care of her, Doctor."

"Don't worry, I plan to," he promised. "You certainly know your mares, Mr Noir. Wouldn't be surprised if Twilight didn't start keeping a tighter hold on you."

"I think it's tight enough," she said, moving in close. "I trust him and he knows what would happen if he did try a double standard, I believe it's called."

"Nice to see somepony does," chuckled the Doctor. "Well, I'd best be off. Best of luck for your future, you two and just… be magnificent."

"You too, Doctor," returned Dusk.

"Good luck," wished Twilight.

"Onwards and upwards!" he proclaimed, stepping back inside the TARDIS.

The wind whipped around them once again and they watched as the Doctor left once more into time and space.

"So, on to the future then?" asked Twilight.

"On to the future, Miss Sparkle," he affirmed, taking his place by her side.

While they headed back to the competition, he looked over at the sky beyond Canterlot. It looked like they'd have to move it inside soon enough. A storm was coming…

* * *

There we go, done and done! For now, at the least. The longest and so far best story I've written and we're not even done yet.

Big thanks to SabreSpark, AwkwardTurtle13, Alexphoenixwing, Scifi-wizardman and Shadowed Skull for letting me use their OCs in the story and for being there from the beginning. Thank you to my readers and my reviewers. You guys help make this story and Dusk wouldn't be the pony he is today without you.

Right, I'm in need of a well-earned break. I think in future stories, I'll tone it down on updates, word length and what-not. There's only so much a man can manage, you know. But fear not, Dusk will return because, in the words of 30 Seconds to Mars…

This. Is. War.


End file.
